The Legend of Ruby
by Rassilon001
Summary: Four Elements. Four Girls. An adventure ten thousand years in the making. In a world of both Spirits and Grimm, human beings possess a remarkable gift called bending, able to manipulate one of the four elemental powers: Air, Water, Earth, and Fire. This is their story. The story of Ruby, Weiss, Blake and Yang. The story of Team RWBY, students of Beacon. And the Legend of Ruby Rose.
1. Welcome to Beacon

**Disclaimer:  
** I do not own Avatar, the Last Airbender, the Legend of Korra, RWBY, or any of the associated characters or expanded universes. They wholly belong to Nickelodeon, RoosterTeeth, Bryan Konietzko, Michael Dante DiMartino, Monty Oum and Studio Mir. All of who definitely made for us something truly special.

 **Summary:  
** Four Elements. Four Girls. An adventure ten thousand years in the making. In a world of both Spirits and Grimm, human beings possess a remarkable gift called bending, able to manipulate one of the four elemental powers. Air, Water, Earth, and Fire. To harness their skills and learn more about their power, benders often attend the pretigious school of Beacon, found in Vale City. This is where our story begins. The story of Ruby, Weiss, Blake and Yang. The story of Team RWBY. Rated PG-13 for action adventure, fantasy violence, and some romance.

* * *

 ** _Water. Earth. Fire. Air._**

 _Long ago, the world of Remnant was in a state of conflict and chaos. The forces of Darkness and the creatures of Grimm threatened to destroy everything. No one was safe. Mankind was on the brink of destruction, and it seemed as if all hope was lost. But that all changed when the Avatar came into being._

 _Ten thousand years ago, Oum, the Spirit of Light, fused with the very first Avatar. Able to wield all four elements, they became a beacon of hope for all the people of the world._

 _Together, they ushered in a new era for the world. A time of peace and harmony, when people of all four kingdoms would come together not in anger and warfare, but in mutual understanding. Of course, no great peace was perfect. Over the millennia, Darkness crept back into the world, the creatures of Grimm continued to multiply, and factions emerged that would work to undo the fragile peace that the Avatar had sacrificed so much to maintain._

 _The task of maintaining balance in an ever-changing world was not an easy one, and so the very latest Avatar, a man named Ozpin, built a school to train future defenders of the peace. Those who would wield the four elements as he did, and carry on his noble work when he could not._

 _It was named Beacon Academy._

 _And here is where our story begins._

* * *

In the city of Vale, down by the docks, there was a warehouse district. Vale being a port town, it excelled in maritime trade and commerce. Thus it tended to always have well stocked and well-protected warehouses down by the docks that were a frequent target of triad gangs and rogue criminals. Both as a temporary hideout between heists and as a source of illegal income.

Tonight the latter was the name of the game.

Security at this particular set of docks was top of the line, nothing less expected of the likes of the Future Industries company, which sold almost everything from military hardware to personal hygiene products, but specialized in advanced mechanics and cutting edge technology. Their contents today were far from the benign or mediocre variety.

Two shadows dropped down from the rooftop, one moving to the crates, the other quickly to the doors, finding them unlocked from the inside. Opening the doorway, he swiftly beckoned a number of other dark silhouettes. The lights flickered on overhead. Now more visible in the light, the shadowy creatures became men in dark suits, wearing gas masks to conceal their features and bearing a red mark on all of their uniforms in the shape of a red axe. They moved with swift, frightening purpose, bringing a truck around back of the warehouse and loading it up with crates bearing the Future Industries logo, a half-gear.

Three of the thieves, not working in tandem as well as they should have, accidently let one box slip, nearly crushing one of their members legs. He gave an awkward soft of hop on his uninjured foot as the others watched with some bemusement.

"Hey!"

A sharp clang interrupted their frivolity, as their leader came into view.

Stepping out of the shadows, clad in a similarly designed suit, the man in charge strolled into the light. His bodysuit was a shade of black instead of dull brown, though it held lighter highlights, and the buckle at his belt bore a pumpkin-like emblem. A pack rested on his back, and he carried in his hand a long metal baton which he waved about like a cane or a swagger stick. Unlike his fully-masked henchmen, he wore no mask to conceal his face, just a pair of goggles with tinted red glass which perfectly offset the bloody orange swirl of his impeccable hair. A pair of similar colored strands drifted down from under his nose to frame either side of his mouth in a thin moustache.

His name was Roman Torchwick, and he was Vale City's number one criminal. At least, that's how he advertised himself.

"Let's pick up the pace, ladies! We're not exactly the most inconspicuous bunch of thieves around you know!"

While the majority of the thieves followed his instructions and began working, two kept watch for the police who guarded Vale from their likes. However, they were bored, and one had taken to wandering off to see the sights. It was fortunate he did, however, because he spotted something odd on the empty parking lot beside the warhouse. Across the way by the street was a bench, normally used by individuals who were waiting for the transit system. Except the buses and the trolleys had long since stopped functioning for the evening, so there was no real reason it should be occupied. Yet occupied it was, by a lone figure. A small one, barely coming up to the thieves chest, and slim of figure. Possibly a woman, or a child. A red cloak was thrown about her shoulders, the hood up around her head, covering her ears and presumably muffling her hearing.

He wasted no time in drawing a baton from his belt and making his way over to her before she could spot him.

"Freeze! Hands in the air!"

The dark-haired girl blinked as she glanced up, having only caught the last word of the statement as her hood fell around her shoulders. Now that she'd turned around he could see her face, he realized she was even younger than he thought, perhaps no more than fifteen years or so, with an innocent countenance and the brightest, widest pair of silver eyes ever seen. Even so, the hoodlum didn't have time to be gentle just because she was a kid, and repeated his demand.

"I said, put your hands in the air!"

"Are you... robbing me?" she asked.

"Yes!" he shot back bluntly.

And that single word put everything into focus, and made things so much simpler. "Aaah," she cooed.

Without a word she began to move her arms. But not to reach for her money pouch or show she was unarmed. Instead, they began to form a kata, as her feet followed suit, smoothly shifting underneath her. Her hands moved in a soft, flowing sort of motion. Unnoticed by the Equalist, the air had begun to flow along the path of her moving arms and body, invisibly running between them.

"What're you-?" was all he managed to get out before the girl thrust her hands forward. A gust of wind slammed into the thugs gut and sent him tumbling across the parking lot pavement until he landed almost right in front of the thieves get away truck and Roman's feet.

Quirking an eyebrow at the display, Roman glanced up to see the girl making her way towards them, crimson cloak billowing in a breeze that seemed entirely centered around the small little girl. _Airbender_ , he realized. That could be bad.

Glancing left and right at his stunned subordinates, he spurred them into action. "Get 'er!" he said in exasperation.

Two of the thieves took off running, moving swiftly across the open pavement towards the one unarmed, red-cloaked girl. She, in turn, responded with more air strikes, knocking them back or sending them crashing to the ground, unable to see the wind as it suddenly came alive with violent intent. When more of them started coming she threw down a whirl of wind underneath her and took a seat atop of it, taking off on a rolling ball of air she liked to call the air scooter. Within seconds she was whizzing back and forth amongst the fighters like in a pinball machine, knocking them down with her small but very powerful body or whipping up the air around them to send them crashing to the ground.

As an Air Nomad, she was of course using non-lethal strikes, but she would be lying if she said she wasn't taking a certain delight in smashing up these bozos and showing them just who they'd tried to mess with. Hopping off the air scooter and sweeping her leg out in a wide kick, she knocked the remainder of them off their feet.

It seemed she'd run out of opponents, for most of the gas-masked thieves lay on the ground in crumpled wreckes, unable even to find the strength to stand back up. The red-cloaked girl grinned and gave a whoop of joy, spiralling skywards before dropping back down on one of their chests, knocking the wind out of his lungs.

"Looks like you boys picked the wrong night to steal! My name is Ruby Rose, and I'm a student of Signal!" she declared, her cloak flapping behind her in a self-conjured breeze. "Anyone else think they can commit evil while I'm around?"

Suddenly her body convulsed, as something hard slammed into her back, and a million volts ran through her system. Half a moment later, Ruby collapsed against the ground, as Roman gave her a grin, tugging back on his baton and resting it against his padded shoulder.

"Sorry kid, nothing personal, just business," Roman said, holstering his electro-baton and scurrying over to his getaway truck. Gunning the motor, he peeled out of the parking lot and towards the streets of Vale, determined to complete his getaway. Several of his cronies climbed onto the back or through the window of the passenger side, but the rest they had to leave behind. Roman wasted no time sparring another thought to their fate as he put the petal to the metal and sped off.

Or, he would have.

But another player had entered the game. Stepping out of the shadows of the alleyway across the street, the light of a street lamp illuminated this new player, a tall, slender woman with a curvaceous figure wonderfully showcased by her dark blue gown, which flowed around her figure like the waves of the ocean. Her shoulders were bared to the elements, along with a hint of cleavage, and at her throat was a dark blue collar. Her long cloak was purple-tinged and lined with a fur as white as snow. But it was her face that truly arrested attention, with eyes like jade chips hidden partially behind a pair of wire-rim glasses, and a stern, no nonsense expression on her achingly lovely features.

With a sweep of her arms, a cascade of wader erupted out of a nearby fire hydrant, spraying across the road and instantly freezing solid into ice. Roman lost control of the truck almost immediately, spinning around helplessly until his vehicle crashed into a nearby light post. Before they could make another attempt to start up the truck another swell of water had splashed over the entire vehicle and freezing it solid, with its occupants still inside. They would survive, but they might come down with a wicked cold once they thawed out.

The blonde woman breathed out slowly, lowering her hands as she exhaled with the utmost calm. As if she did this sort of thing every day. But Ruby was flat out amazed, unable to tear her silver gaze away from the sight. Never had she seen such an incredible display of bending before. The power, the grace, it was everything she'd ever hoped and so much more.

"That was amazing..." Ruby gushed.

* * *

Vale police arrived shortly thereafter to handle the clean-up. The majority of the Axe Gang Equalists were charged with theft, quickly pleaded guilty to avoid worse, and swiftly incarcerated. Their leader was a different story. Roman himself would be locked up on charge of theft, assault, and myriad others and soon transferred to a facility in the Earth Empire for his trial.

But as for what to do with Ruby Rose...

"... reckless, foolhardy, dangerous..."

Ruby continued to sink lower and lower in her seat, as if hoping to vanish away entirely as the waterbender continued on her tirade about just what she thought of her performance down at the warehouse district.

Her name was Glynda Goodwitch, Ruby had found out, and she was a professor at Beacon Academy, as well as a waterbender of incredible prestige. Which explained why she was spending her spare time busting up two-bit thieves with frightening ease. They were currently in a detainment cell at Vale City Police Department, as Beacon staff had a great deal of pull with the law enforcement.

"... if it were up me you'd be on your way back to Signal first thing in the morning."

Ruby made a pained noise in the back of her throat, like a dog that had been kicked.

"Unfortunately this matter is not wholly up to me," Glynda said, turning with a flick of her long furry cloak. "The police will settle on what to do with you. But I intend to recommend to them that you be returned to your family. Immediately."

The door slammed closed behind her, leaving Ruby alone in the cell. She recoiled at the noise, her head lowering shamefully. She'd thought she was doing the right thing, but in the end, maybe she had been in over her head. But no one had been hurt and the bad guys had been stopped, hadn't they? Wasn't that a good thing? Wasn't that a really good day? Why didn't anyone seem to think she had done the right thing?

"Hello Ruby."

Her head snapped up, blinking in surprise at the newcomer in the room.

She hadn't even heard him come in. She must have been really absorbed in her problems not to notice the door opening and closing, but there he was, sitting across the table from her like he'd been there from the beginning. His hair was gray, but not from age, his cheeks were still smooth and unlined by wrinkles. A pair of glasses rested loosely on his nose, and his golden gaze was clear as he regarded Ruby curiously.

Ruby recognized him instantly (how could she not?) but said nothing. She wasn't even sure what she should say. She felt an overwhelming urge to just leap out of her seat and bow but for once stifled the impulse because she didn't want to embarrass herself in front of him. As it was, she said nothing as he settled into the seat across from her, easing into it with a tired sigh. She wished she knew what to say, but she couldn't quite find the words.

"I'm told you used a most impressive airbending form," he complimented her. "Particularly the Air Scooter technique. I've only known one other bender who could pull off anything like it... a dusty old crow..."

Ruby nodded quickly, pleased to have something to talk about. "That's my Uncle Qrow! He's the one who taught me how to be a bender. I was terrible before he showed me how to do it right."

The man in the green jacket walked around the table, leaning in quietly to study Ruby. "You... have silver eyes..."

"Mmhmmm, I get them from my mom," she replied.

"Do you... know who I am?" he inquired with some amusement. He sounded like he wasn't sure she did.

How could she not? "You're Avatar Ozpin," she identified. "Headmaster at Beacon Academy."

"Very nice to meet you," he said, dipping his head to her politely. "So, I hear you want to go to my school?"

"More than anything," she replied unhesitantly.

He studied her then, golden eyes boring into silver ones, reflecting them, seemingly mirroring them. Regardless of colors, they shared the same sort of soul within. Then, his lips curled upwards into a small smile.

"... well okay," he agreed. "I'll see if I can't help make that happen."

"R-really? That's awesome!"

A voice broke into their conversation. "... what's awesome?"

Ruby nearly fell out of her chair as Glynda came striding back into the room, holding a clipboard under her arm. But this was great, Ozpin could talk to her, and everything could be fixed up right here and now. Swiftly, Ruby turned back to where the Avatar was seated... but the seat was empty. Ruby blinked in confusion. She was sure he'd been there just a moment ago.

"Where'd he go?" she asked aloud.

"Where did who go?" Glynda asked, paying less attention to Ruby than she was to the report in her hand.

"Avatar Ozpin," Ruby replied immediately.

Clatter.

Ruby watched in some astonishment as Glynda just seemed to freeze, the report clattering to the floor as she looked at Ruby as if seeing her for the first time. "... you... _saw_... Avatar Ozpin?" Glynda asked, adjusting her glasses as she peered through them.

Unsure of how to respond to that, Ruby meekly nodded her head.

Glynda glanced left and right, then back at Ruby, staring at her as if she'd just spouted a second head. That was speaking backwards. Finally, she managed to find her voice. "What did he say?"

"He... we... spoke of airbending, and his school... and I said I wanted to go and he... he said he'd try to make it happen."

She recoiled as if physically struck, and Ruby sunk down in her seat, afraid and confused. Glynda was acting very strange. She leaned over the desk, her eyes boring into Ruby's as if trying to catch her in the midst of a lie. The little girl did her best to assume an innocent smile, aware of just how fake it felt plastered on her face. But evidently it sufficed, for the blonde woman gave a heavy sigh.

"Well then... the Avatar has made their will known," Glynda said, with a sort of 'why me?' expression, but a resigned tone. "I'll get the paperwork."

* * *

In less than a week later, Ruby was onboard the _Lion-Turtle_ , a luxury cruiser with the specific purpose of ferrying students from all across Remnant to the prestigious academy of Beacon. Hailing as they did from all over Remnant and each of the Four Kingdoms, there was a wide variety of people onboard the boat. Teens big and small, tall and short, long-haired, short-haired, dark of skin, light of skin, and every shade in between. Students already in full uniform, representing their respective kingdoms, or else a wide variety of more casual garments, cloaks, robes, tunics, sashes, and the like in every conceivable shade.

It was an incredible journey, everywhere you turned there was something new to see, someone new to meet. Some of the students gave demonstrations, a few of the Fire Nation even performed an Agni Kai to showcase what it was like. By as with all things, it had to come to an end. Someone finally spotted their destination on the horizon.

"There it is!" someone exclaimed.

"Oh wow it's beautiful!"

"Come take a look!" another said.

Students jostled one another lightly as they made for the railing, trying to find the best possible view at the bow of the ship. Ruby leapt up onto the railing, deftly tucking her legs onto a lower rail and her arms on a higher one so she could stand as high as possible. Given her height, she still barely passed the heads of some of her contemporaries, but it didn't matter. There, off in the distance, they could see Beacon. Hewn of white marble from the Earth Empire and gilded with green gemstones, it seemed to shine like an emerald in the noonday sun, an Emerald City just waiting for them to arrive. More than just a place of learning, it was a symbol of everything good and pure in the world. Peace, harmony, order, and righteousness.

"So... awesome..." Ruby breathed, unable to help herself.

Watching Ruby with a bemused smile on her face was a blonde girl in Fire Kingdom clothes. Yang Xiao Long, tall for her age, muscular and curved in all the right places, drew stares wherever she went, and enjoyed every minute of it. Her garments were meant to highlight this, a midriff baring crimson top and leggings, complimented by bracers of solid gold encircling her wrists. An orange scarf was wrapped around her neck, and part of her glorious golden mane was done up in a topknot.

"No need to ask if you're excited," she commented, coming up beside Ruby and leaning casually against the ship's railing.

"Of course I'm excited! How can you not be?"

"It's the school of Ozpin, the Avatar... who wouldn't want to go there?" replied Yang sarcastically.

"The only man in the world who can master all four elements," Ruby breathed out in awe. "It'll be incredible to learn from him."

"From his teachers," Yang corrected. "You know Avatar Ozpin hasn't taken any direct students in years now... then again, who knows, maybe you'll get lucky and some day you can teach her too, eh sis?"

Ruby giggled, finally catching on her big sister was teasing her. Especially when Yang grabbed her younger sister in a headlock and proceeded to lightly noogie her.

Not fully sisters, Yang and Ruby shared a common father, Taiyang Xiao Long, a Fire Nation official who'd travelled a great deal in his youth. Sadly, his first wife had vanished, and his second lover had later been killed. Such tragedy could easily drive a man into depression so dark he might never again emerge. But Taiyang remained blessed by two wonderful daughters, and he could not be more proud to know they were both going to Beacon. He'd hugged them both, said his farewells, and left them with three simple bits of advice.

"Be good," Ruby recited.

"Study hard," Yang continued. "And...!"

"Watch out for boys!" they said in chorus, then burst out giggling. Their father was a wonderful man, but he could be very protective of his little girls, no matter how very little they were not anymore.

And speaking of boys...

One of them just politely pushed his way between the girls and to the railing, and they stepped back to give him room as he noisily lost his lunch over the side. Evidently he didn't travel well. Somewhat ironic, given he looked like he was from one of the Water Tribes.

He was a tall, lanky boy with messy locks of bright blonde and a pair of startling blue eyes. He was dressed in traditional water tribe clothes, a heavy fur pelt of blue trimmed in white, and long leggings that ended in sturdy boots. A breastplate of whale bone covered his chest. Ruby grimaced in sympathy at his plight. She never cared for sailing much either. Why sail when you could fly instead?

"Ugh, sorry about that," he apologized, wiping the back of his mouth. Thankfully it had turned out pretty clean. "Didn't mean to bump you just..."

"No it's fine," Ruby replied. "You okay now?"

"I think so... don't think I have much breakfast left in me," he replied, patting his stomach. "Still queasy though."

"It'll pass," Yang said. "So, you're a new student at Beacon too, huh? Waterbender?"

"Uh, yeah, sure! Totally!" he said, reaching out for the railing to lean non-challantly against... and nearly pitching over the side as he missed it completely.

Ruby barely stifled a giggle behind her hands. Yang wasn't even half as subtle, giving a full guffaw as she watched the blonde boy climb back to his feet.

"Uhehe... uh yeah, I'm Jaune... of the Southern Water Tribe," he said, offering his hand.

"Ruby Rose," the dark-haired girl replied, shaking his hand enthusiastically. "This is Yang."

"Nice ta meetcha," the busty blonde said with a wave.

* * *

After the ship had docked, Yang, Ruby, and Jaune were caught up in the mass of students disembarking and making their way up the hillside towards Beacon Academy. Ruby was briefly separated from the other two as her shorter legs prevented her from keeping up. The excitement in the air was palpable, everyone was practically bursting with it. Ruby was caught up in it, almost lost amidst the chaos, swept up on the winds before noticing someone walking past. Someone who stood out even amongst the other students. Ruby blinked as they slipped by.

Her shockingly white hair was braided in a trio of ponytails, one behind her head, the other, shorter two framing the sides of her face. A face that fit the very definition of nobility, dainty chin, high cheekbones, delicate nose. Like the boy from earlier, her eyes were blue, but unlike his, hers were a paler shade that seemed more sky blue than ocean blue. A shallow scar marred the left side of her face, running through her eyelid.

Also like the boy from earlier, she was wearing traditional Water Tribe garments, but hers were of a superior quality and cut, and seemed to receive considerably better care in their upkeep. A navy blue choker encircled her neck. At her right hip was a waterskin, probably what she made use of as a weapon if she was a waterbender.

Ruby was about to go talk to her and ask more about her, when suddenly someone collided with her in the rush of people. "Oh, excuse me..." Ruby instinctively said.

"It's alright," a voice replied. "My fault."

The owner of the voice was another girl, dark haired and golden-eyed, wearing a green dress and ceremonial armor of a Kyoshi Warrior. She even wore the beautiful white face-paint, red highlights over her eyes and lips stained the same crimson color. It perfectly set off the gold of her eyes, making her appear mysterious and dangerous at the same time. A green bow rested atop of her head. She dipped her head politely to Ruby before moving on.

Was it Ruby's imagination, or did that bow atop of her head just... twitch?

She vanished into the mass of people, however, and Ruby could spare her no more mind as she and Yang struggled to keep up with everyone. Following the rush of people, the two sisters proceeded along the paved pathways towards the Great Hall of Beacon, where the Acceptance Ceremony was taking place.

* * *

The Great Hall was a wonder in design, the ceiling dozens of feet up, almost vanishing in shadows despite the many large, glass windows lining the walls. It fit the hundred or so students easily, and looked big enough for nearly thrice that number. There were no benches, students were standing, jostling to get the best possible view of the stage at the far end of the room. The room was full of the buzz of low murmurs and soft talking, everyone was curious as to what their Acceptance Ceremony would entail. Some were even talking about the rumored Initiation Test taking place tomorrow. Ruby looked but saw no sign of Jaune.

The lights began to dim as a screen was lowered down behind the stadium. After a flicker or two, the picture began to roll normally and sound began to accompany the image of a pale-haired man in an impeccable suit walking up to the screen and turning to face them. It was Ozpin, Ruby recognized him instantly, but for many it was the first time seeing the Headmaster of Beacon.

"Welcome students," the Avatar greeted them. "I'll keep this brief. You have journeyed here in search of knowledge. To hone your skills and learn new ones. To master the four elements and make a positive difference in the world. But you will find that your newfound knowledge will only carry you so far. It is up to you to make a conscious decision... to take the first step."

Blinking eyes accompanied the lights as the movie clip rolled to an end and everyone found themselves puzzled by Ozpin's somewhat strange greeting speech. Ruby most of all. It seemed rather unlike the Ozpin she'd met back in Vale. He sounded a little off.

Glynda took the stage then, calling for attention by drawing up a length of water and freezing it into a very precise crystalline structure of ice. Wrapping on it with her knuckles produced a chime that brought everyone's attention right back to the blonde professor.

"New students will be assigned your dormitories tomorrow, following your initiation. Until then you will be spending the night here. Get some rest, for tomorrow you will need all of your strength."

At her cue, some older students and faculty rolled out some sleeping bags, and the students one by one began to hunker down as the lights flickered off in the great hall. The various children of destiny, benders from all four kingdoms, began to drift off to sleep, dreaming of the future.

Ruby was one of the last to linger awake as she gazed up at the ceiling, her mind racing as she lays her head back against her arms. Tomorrow everything was going to change. She and Yang and everyone here was going to become part of something so much bigger than themselves. An institute that would let them harness their bending abilities and do some real, solid good in the world. The possibility of failure did not even cross her mind, and yet she stayed awake for many long hours wondering at the many possibilities of the future.

Finally, after a time when the shattered moon began to rise in the night sky, her silver eyes began to drift closed, and eventually Ruby Rose also drifted off to the realm of dreams.

* * *

 **Authors Notes:  
** Please review.

This story dedicated in the memory of Monty Oum, who gave us RWBY and the inspiration to keep moving forward. It's no coincidence I decided to make him the Spirit of Light in my story. This way, he is always with us.

There's accompanying artwork on the deviantart website, by TheRogueSpider, Orisodehime, and others.


	2. Four is Five

The next morning greeted the future students of Beacon with a painful glare of light and very unappetizing breakfast. The sort of thing they fed army recruits. Yawning and stretching out the kinks in their sore and tired bodies, they showered, ate, dressed, and prepared for their Initiation. Which included a short hike out to the very edge of the school grounds. Professor Glynda met them at the entrance to the Forever Free Forest, which was surrounded by a high wall of stone and a multitude of entrances. She was currently explaining the rules.

"One hundred twenty of you are here, thirty each from one of the Four Kingdoms, and able to bend one element respective to that given kingdom," she explained. "Each of you will be randomly selected to enter the forest from a different entrance. You will make your way towards the center of the forest where you will find the standing Tower of the Four Elements. Once you are there, your team will be decided."

"Uhm, how is that?" asked Ruby, throwing up her hand.

Glynda glared over her spectacles at the younger girl, who meekly dropped her hand. "That is a matter decided _when_ you reach it, and not something you can determine prior _knowingly_. However, I will say you are permitted to aid one another in the forest as you make your way to the center. This is not a competition. It behooves you to come to the aid of your fellow benders, for although the perimeter is lined by harmless spirits and low-class Grimm... the center is where they can get very, very hostile indeed. To say nothing of big. _Very_ big."

Jaune, standing beside Ruby, gave an audible gulp.

"Now, the forest is criss-crossed with rivers and streams, so waterbenders should have no problem having access to their native element. Beyond that you are on your own. Once you have entered, you may not leave until you have reached the tower at the center. Those who do not pass intiation will not only not be permitted to continue at Beacon Academy... but will not be permitted to continue. Anything. This is your last chance to back out."

Ruby spared a glance over at Yang, hoping they wouldn't start out too far away, but reluctantly followed instructions from Glynda and the other instructors as they broke up the class of one hundred and twenty and guided them around the perimeter of the Forever Free Forest. Some of the more experienced students, including a quarter of boys in armor, were grinning and joking, looking forward to the intiation. Obviously, they didn't think it was that great of a threat.

 _And it couldn't be that bad, could it?_ Ruby mused. _People hadn't ever died trying to get into Beacon before... right?_

"Everyone is ready? Good. You may begin."

When the time came to go, Ruby Rose took off like a shot, red cloak whipping around her shoulders as she used airbending to propel herself forward...

* * *

By contrast, at an opening nearly a quarter of a mile down the way, Yang strolled along without a care in the world, arms stretched up above her head as she non-challantly strolled along the path towards the center of the forest. The sun was warm and bright overhead, virtually no clouds in the sky, and she soaked up the rays. Literally as well as figuratively, for a firebenders strength came first and foremost from the sun.

There was a rustle in the bushes, and Yang paused, glancing over at the foliage. "Ruby? Is that you?"

It'd be record time for her little sister if it was the case, but she'd seen Ruby move with remarkable speed when the urge came to her. Curious, Yang took a closer look, brushing the low-hanging branches and bushes out of her way to see what lay behind them.

"Ruby...?"

On the other side of the vegetation was definitely not her sister. Her sister didn't have teeth nearly that big.

"Nope."

Yang gracefully rolled to the side as a massive paw swung through the space where her head had been moments before. Rolling smoothly to her feet and coming up swinging, she threw a burst of flame that engulfed the nearby tree, forcing the shaggy beast to maneuver around it for another attack. It was a big, furry black bear of a Grimm, with a white mask covering its face and enormous claws and teeth. This was no hungry animal, this was a monster.

Her arms swung up, then down, palms open. "Oh, you wanna fight, huh? Let's fight, big guy..." she challenged, fire appearing in her palms as she prepared for their bout.

The Ursa roared, charging at Yang, and swung up its arm, preparing to crush her underneath it. She reared back her fist to cook it down to the bone, but before she could unleash her attack, the whole beast stiffened, roar caught in its throat as it seemed to utter a confused growl/groan. Then, right before Yang's startled eyes, it pitched forward and collapsed right in front of her, barely missing crushing the blonde firebender as it slammed onto the forest floor.

Behind the fallen beast was a green-clad Kyoshi Warrior, the golden-eyed girl from the boat whom Ruby had seen. Yang didn't recognized her, though she recognized help when it appeared. Her hands were upraised in a bending form, though she lowered them to show she meant no harm. To Yang at least. The mid-sized boulder buried in the Ursa's back indicated exactly who had put it down. It wouldn't be getting up again anytime soon either.

Yang pouted prettily. "I had him," she protested.

The dark-haired girl only nodded, dipping her head in a gesture of acceptance to Yang's statement. The smirk on her painted face, however, suggested she didn't believe a word of it.

"Still, thanks. Hey, I gotta find my sister, but why don't you tag along? It'll go easier with two of us."

The dark-haired girl nodded, falling into place beside Yang easily. "I'm Blake," she introduced herself. "From Kyoshi Island."

"Yang Xiao Long," the blonde replied. "From the Fire Nation colonies. Nice to meet you."

* * *

As it turned out, the first person Ruby bumped into wasn't her sister either.

She'd been running blindly through the woods as fast as her feet could carry her until she'd almost stumbled headlong over a hillside and down into a grove. Pinwheeling her arms, she caught herself at the last minute, however. Below was another student of Beacon. The white-haired girl she'd seen back on the boat. As Ruby watched in a mixture of awe and horror, she was perfectly calm as a number of Beowolves came loping out of the woods towards her, snarling and growling hungrily. An entire pack of them. Within minutes, she was surrounded.

But Weiss Schnee, daughter of the Northern Water Tribe, and heir to the position of Chieftan, was not scared. She remained as she always did, cool and composed as a block of ice. This was not a danger. This was an opportunity to test her abilities to their fullest extent.

 _Okay, Weiss, just like dad taught you_ , she thought, assuming the stance. Left foot forward, right foot back. Arms upraised... closer to the body. _And... here... we... go_!

Liquid slid easily out of the waterskin at her side, tight and controlled and sharp as a blade as she swung it around in an arc and towards the lead Beowolf. If she took out the big guy, the others would probably fall back in fear, giving her a second or two she could go on the defensive and plan her next move. Unfortunately, before she struck, something happened that derailed her entirely, carefully laid out plan. An airbending splice cut through the Grimm's body like it was made of paper, tearing it in two and sending both halves crashing to the ground. As well as leaving the red-cloaked girl who'd delivered it right in the path of _her_ attack.

"Mine!"

Weiss stumbled, throwing up her arms. Half to keep her balance, half to divert her own attack from hitting the stupid airbender girl who'd just gotten in the way. The water arced over her target and splashed into a nearby tree, freezing solid within seconds.

"Hey, watch it!" shouted Weiss.

"Uh-oh!"

A Beowolf pounced, nearly tearing her head off as the white-haired girl ducked, and Ruby decided they were in too dire straits to remain where they were. Without a word she hurled a gust of wind over her shoulder and grabbed Weiss, slinging the paler girl in her arms and taking off running. The air rushed alongside them as they sped out of the clearing and to safety.

"HEY! PUT ME DOWN YOU PEASANT!"

Ruby ignored her, blindly speeding along as fast as she could until the two of them were out of danger.

* * *

The forest glade had been a tranquil place for a time. Birdsong filled the trees, the leaves rustled in the wind, but it was the harmonious sound of nature at work, and naught else to disturb it.

Jaune, however, disturbed it quite thoroughly by running through it, hollaring and screaming in terror.

Seconds later, the Beowolf came crashing through the foliage after him, smashing aside smaller trees and rocks as it pursued the bender it had chosen as its prey.

 _Oh man this is bad_ , Jaune thought, glancing back. The longer-limbed beast was gaining on him. _Why oh why didn't I keep my waterskin always full like dad told me to? Gotta find a river. Or a pond. Or something! Gotta get some water or I'm up the creek!_

There!

One of the rivers Professor Goodwitch had promised the forest was full of. Well, perhaps an exaggeration, it was barely a stream, little more than a creek, running very shallow and not that fast at all. But now that Jaune had found it, had had a weapon. Albeit one he wasn't very good at using just yet. Still, he was pretty sure he could freeze the Grimm and slow it down, maybe get some distance from it. Even if he couldn't kill it that was a start. With a sweep of his arms he lifted up a globe of water, which splashed and fluctuated as he badly tried to keep it steady. The Beowolf, perhaps sensing him about to attack, skidded to a halt, eyeing him with baleful red eyes.

Jaune swiftly flung his arm forward...

... and the water swung backwards, splashing into a tree behind him and hardening into ice. It had gone the exact opposite way of what he'd wanted.

"Oh COME ON!"

Seeing its prey defenseless, the Beowolf roared, charging forward, wicked maw full of sharp teeth open and ready to devour Jaune. The poor Water Tribte boy fell flat onto his backside as he raised his arms in a futile effort to defend himself.

A rock smashed into the beasts head second before it hit Jaune, knocking it aside, and Jaune glanced up as a warrior entered the fray, moving with practiced, graceful, and most importantly _powerful_ footwork. A girl his height with long, flowing red hair and a yellow tunic over green pants and shirt. She was barefoot, but her feet were surprisingly delicate, even as she stomped the ground and called up a flurry of stalagmites beside her. With a practiced swing of her arms and a thrust of her fists she sent them like spears hurling at the Beowolf, impaling it through the head and heart and pinning it to a nearby tree.

It was dead in seconds, but even so, Jaune kept his distance as he managed to climb back to his feet. The redhead seemed to notice him as if for the first time, and gave a smile.

"Well met," she said, brushing back her red ponytail over one shoulder. "I am Pyrrha Nikos," she introduced herself. "And you are?"

Jaune, however, found he couldn't get a word out. His brain had completely and irrevocably shut down.

* * *

Lie Ren listened to the rustle of the leaves, the whisper of the wind, eyes closed and mind clear. The air all around him was alive with sound, waiting for him to find focus and direction. While he was not quite lost, he liked to follow the current of the world towards his destination, and used the air as a guide towards it. He drifted through the trees of the Forever Free Forest, eyes closed and ears open, following the path of the leaves.

He was about a quarter of the way to his destination when he began to hear something.

Not quite sure what it was, his pink eyes opened, scanning the shadows of the leaves. It sounded almost like a soft crackling noise. There, a short distance away, a flicker of flame broke the darkness. Curious, he moved towards it, wondering what it was. If it was a forest fire, best to put it out before there was greater damage to the forest. If it was man-made, however... or... was it something else?

" _Do not follow_..." came a voice, eerie and otherworldly. It seemed to float out of the underbrush and amidst the trees.

Ren raised a single dark brow at the request, but continued to follow the flame. He did not fear dark spirits. If that was what this was.

" _Beware the will o the wisps_ ," the voice said again, even as the flickering flame continued to move. " _Do not follow_...!"

Ah, he thought he'd recognized that voice. Not a dark spirit. A mischievous one.

"Nora, you can come out now," he said casually.

There was a shaking in the tree branches above him, and then from above dropped a young redheaded girl, dangling upside down from a tree branch at Ren's eye level. She was dressed in a warm red top with a heart-shaped cut out in the center and some red pants. A dark red half-cloak was thrown over her shoulders (and now hanging upside down from her chin) as Nora Valkyrie waved at Ren with her free hand, still holding up the flame in her other palm. The same flame that she'd been using to lure him in.

"Guilty," she said with a grin, not bothering to extinguish her fire. She probably forgot all about it, despite it still burning in her hand. Nora always had been a bit absent minded, ever since they'd first met as children in the orphanage. Ren's parents had passed away in a Grimm attack on the Air Temple, Nora's were Fire Nation colonists who'd been stricken with the plague. They'd formed a bond instantly. It was good they'd get a chance to continue such here at Beacon.

Ren gave a small smile, then pursed his lips and blew out the flame in Nora's hands like a candle.

* * *

Before long, solo benders and groups began to converge. Given how the Forest was structured, this was an invariable part of its design. Paths intersected where many former students had already walked before them. Countless years and countless benders who had taken the initiation and become accepted to Beacon.

Ruby and Yang were treated to a heartfelt sisterly reunion as their erstwhile allies looked on.

"Ruby!"

"Yang!"

"Jaune!"

"Ice Princess!"

"Hey!"

"Nora!"

Introductions followed amongst the eight, but they had no time for frivolity as they heard shuffling in the underbrush and the roar of some distant beast on the hunt. The creatures of Grimm were all around them, and they had to get to the middle of the Forest to finish their initiation.

But at least now, they wouldn't be doing so alone.

* * *

Three quarters of the way to the Tower, they ran into heavy opposition. As Glynda had promised, Grimm here were bigger and nastier. A Nevermore swooped down from above, while a Deathstalker erupted out of the ground to flank them, forcing them to fight near a cliffside. With their backs against the wall, their options were limited except to engage the enemy from both land and air simultaneously.

Nora sent some balls of fire up into the air to drive back the Nevermore, but in doing so exposed her back to the Deathstalker. It was about to attack when Blake and Ren came in from both sides, hacking with sharp rocks and air slices. Weiss grabbed Nora in a water tentacle and yanked her out of harm's way as they kept on the move.

"Go! GO!" shouted Jaune, beckoning the others to the nearby bridge that would lead them to safety. Most of them were across, but a swipe of the Nevermore's massive wings destroyed the bridge, separating them.

Tensing her legs, Blake willed the rock beneath her to shoot upwards, catapulting her into the sky and onto the beasts back. Grabbing up some smaller rocks as she ascended into the air, she shaped them into a pair of thin stone fans, like the type Kyoshi Warriors of old would use in battle. Blake sped along the Nevermore's back, smacking her rock-fans against its back again and again, but leaving no mark, not even a bruise. She lightly hopped off as it sped near the ground, bouncing off a tree branch and rejoining the others. Ruby, Weiss, and Yang were across the bridge with Blake, the rest were on the other side.

"It's tougher than it looks," Blake remarked, something of an understatement.

Yang growled and flexed, pumping her arms up and down. "Then let's hit it with everything we've got!"

The monstrous Nevermore came around for another attack, cawing as it swooped to attack the four girls. They responded in kind, throwing every element they had up at it. Air. Water. Earth. Fire. Each attack bounces off or was harmless deflected off the thick feathery hide of the beast, which was undeterred as it smashed right into the ancient ruins. Stone debris came raining down as the four girls were forced to scatter and climb for higher ground.

Blake went sprinting up the side of the falling rock, feet finding purchase where none would have thought such possible.

Yang threw down her arms and straightened her legs, firing off blasts of flame that propelled her upwards like a rocket.

Weiss slid along a current of frozen water like a slide, arms upraised to 'surf' the makeshift ride up amidst the carnage.

Finally, Ruby caught a pocket of air between her and rolled it into a ball, swiftly riding it up the broken debris and back onto solid ground, whereupon it dissipated beneath her feet. She landed right beside Weiss as the ice princess glared balefully up at their opponent.

"None of this is working," the waterbender groaned, even as she slid some nearby moisture into the flask by her hip. She had a feeling she was going to need it. But they were going to need something bigger than what they could individually do.

Blinking in realization, Ruby's silver eyes flicked left, then right. Taking in the sight of Blake and Yang as the two girls moved in for another attack. Coupled with the knowledge of their attacking enemy, their battle tactics, and the available terrain, Ruby almost instantly knew what to do.

"I have a plan! Cover me!"

Weiss nodded, throwing up her arms and directing a wave of water in front of her, then hopping on to ride the slick ice like a slide.

* * *

On the other side of the broken bridge with the Deathstalker, Jaune, Ren, Nora and Pyrrha were facing off against an equally unsurmountable foe. One that weathered almost every attack they could throw at it. Even so, they kept fighting, because if they gave up now, they were dead.

Jaune let the water flow from his now full waterskin and solidified it around his arm as a makeshift shield, blocking the Deathstalker's claws and knocking them back. The sharp, poisonous tail of the giant scorpion struck hard, but by then Ren was already in motion, deftly dodging aside and grabbing a hold of the appendage. When the Deathstalker retracted its stinger, Ren took the ride up with him, intent to disarm the monster of its most lethal instrument. He throw up his arm up in an airbending slice, but mis-timed and was thrown clear just as he tossed it off, skimming the base of the stinger instead of completely slicing it off as he was flung into a nearby wall and knocked unconscious.

"REN!" Nora cried out, concerned for her childhood friend.

Jaune heard the same cry, but couldn't worry about him just yet. The stinger on the Deathstalker wobbled at the end of its tail, and in an instant, he knew exactly what to do.

"Pyrrha!" he called out.

And just his tone told _her_ exactly what he wanted her to do. "Done!"

A solid kick downward launched a thin circular disk of rock upwards, and Pyrrha drew back her arms and slapped the weapon with both palms, sending it towards the Deathstalker's tail and neatly severing it, sending it crashing down right onto the beast's head, impaling it. It didn't penetrate quite deep enough to instantly kill it, but the beast was clearly in great pain, thrashing and roaring.

 _Time to finish this_ , Jaune decided. "Nora!"

And once again, there was no need to communicate. They moved like a well-oiled machine. Pyrrha put her hands together as Nora hopped up into them, and soon as her foot was in place the red-haired earthbender tossed the fiery fatale into the air. As she came tumbling downwards, Nora wreathed herself in flames, striking like a meteorite the Grimm scorpion's tail and driving it clear through it's head as a mighty explosion shook the area. Pyrrha and Jaune were caught up in the aftershock, tumbling onto the ground beside the cliffside as the Deathstalker went plummeting to its death. Ren joined them moments later as Nora landed beside them flat on her butt, a cheerful grin on her face.

"Woohoo! That was awesome! Can we do it again?!"

* * *

Meanwhile, the others were contending with the Nevermore.

Perched up atop of a high column, Yang peppered the mighty bird with fireballs, scorching its feathers and inviting it to fly at her with maw open. She launched her next dozen blasts of flame straight down its throat.

"I! Hope! You're! HUNG-! -RY!"

The Nevermore smashed into the column as the blonde leapt clear just in time, landing gracefully on a raised mount of earth Blake provided. Meanwhile, in pain and blinded by the fire, the Nevermore slammed into another cliffside, hard enough to leave a dent in the rock. Below, the white-haired water princess watched it with a dispassionate gaze, drawing out the contents of her waterskin yet again. Weiss threw down the water and with a flick of her hands froze it solid, pinning the Nevermore in place by its tail. It howled in agony as Weiss deftly back-flipped out of harm's way.

Ruby sped up along the cliffside, speeding past the Nevermore with Blake in her arm, carrying her on her airscooter to the top of the cliff above the Nevermore. There, Blake proceeded to kick and smash her fists into the ground, shaking loose the fragment of rock above the Nevermore's head. A fragment bigger than a car with an ominous, scythe-like tip.

"Hurry, its breaking free!" Ruby reported, as the great Grimm bird continued to thrash free of its icy bindings.

"Almost... got... it!" Blake said, giving one last kick and cracking the ground in two.

Ruby hopped up and landed on her hands, feet raised skywards as she gave a push and spin with her airbending, the world and the wind whirling around her as she propelled herself and the great jagged rock downwards.

"Aaaaaaaah!" she screamed, unable to be sure which direction she was going or how fast, just praying this worked. Her cry was echoed by a scream of horror from the Nevermore Grimm, who pulled itself free of the ice and looked up with barely enough time to react in abject terror. The rock bigger than its own head tore through it like a hot knife through butter, impaling it and crushing its skull, spine, and what would have been an abundance of squishy organs on a normal animal. As it was, the dark substance all but splattered like water as the Grimm was crushed beneath. Weiss was lucky to avoid being smashed underneath it at the same time, as Yang dropped down beside her, and Blake soon joined them.

The impact shook the entire mountainside, and later they learned, most of the Forest of Forever Fall. Virtually every bender student in the region felt the impact. But the only witnesses were the six girls and two boys already there.

Jaune, never the most articulate of individuals, managed to sum up their thoughts on the whole thing in one simple word:

"Whoa."

* * *

With easily the biggest Grimm in the region dead, the lesser varieties scattered and gave them a wide berth as the eight benders approached the Tower of the Four Elements. Which was good, because Ruby was utterly drained, leaning between Blake and Yang for support. They did not see any others along the way, though there was signs of activity. Pyrrha recognized and pointed out the footprints in the ground, and Blake was equally quick to note the broken and shifted branches and leaves. Others had already finished the obstacles presented and finished their initiation.

Now it was their turn. Because they'd finally reached their destination.

The Tower of the Four Elements was an impressive structure. Like Beacon itself, it was primarily hewn of white marble, and stood nearly three stories high, though it did not seem to be built to accommodate people. The lowest floor was practically Ruby's height, and the upper levels were more of a pedestal or a column than anything else. Likely, so it could be easily located from a distance. The front of the Tower held a pair of iron gates, made of interlocking gears and so solid they could not see what lay behind. The symbols of the four elemental kingdoms were set into the four largest gears, which were in turn set dead center of the gates.

"So uh, how are we supposed to get in? We _are_ supposed to get in, aren't we?" asked Jaune.

"That's what Goodwitch said," Yang replied, leaning casually against the gear. And coicidently resting her hand right over the carved sigil for fire. As she did, it lit up, and she yanked her hand back instinctively.

"Guess bending is the key in," Pyrrha said, examining the symbol for earth. After a moment, she rested her hand on it and gave it a turn, feeling the dirt and stone within turn to her will. The rune also glowed briefly, then became inert.

"Why won't the door open?"

"Maybe it's just for firebenders to go through..." said Yang, blasting a fire burst at the same sigil she'd tried earlier. It lit up, then again faded. "Or not."

Ruby finally had a lightbulb, and her face lit up in comprehension.

"Wait a minute that's it!" she exclaimed. "This door isn't meant to be opened by a single student."

White hair whipped around as Weiss eyed her in confusion and mild irritation. "Of course they are," she protested. "The rules clearly state..."

"That we were to receive our teammates," Ruby explained. "And we'd eventually settle into a four man team... just like the number of locks."

"One for each element," Blake mused aloud, catching on. "We have to bend our way through?"

"And one from each elemental faction has to be present in order for it to work," Lie Ren added. "Four firebenders wouldn't be able to activate each lock. The door would remain closed to them."

"Unless they could just break down the door," Yang suggested sarcastically. Given it was solid metal, that wasn't exactly an option.

Jaune stepped up to the gear with the water tribe symbol on it, and glanced to his left and right. Pyrrha shared a smile with him, while the others quickly joined them. As one, the four bent their respective elements, and the doors opened to them. With a final farewell to Ruby and her own companions, they vanished behind the gears as they again slid closed, awaiting the appropriate answer to their ages old question.

The four girls exchanged a glance, then quickly formed a line, taking their positions and standing in their bending ready stances. Then, as one, they attacked. A gust of wind. A whip of water. Some flung dirt. And a blast of fire. Four elemental attacks struck the four appropriate key slots, triggering them respectively. Once more, the iron gates unfolded in a beautiful display of interlocking metal and machinery, opening up long enough for the four girls to pass through and finally leave the forest behind them.

Now Ruby finally understood. The whole point of the school and the nature of their teams.

Because they were four elemental users, four benders. Separate, they were only four. But together, they were stronger than the sum of their parts. They were one. And they were five. Possibly far, far more. That was the answer. Four was five.

* * *

By the time they emerged from the tunnel beyond the four elemental gate, they were back in Beacon Academy proper. Practically underneath the Great Hall where they'd shared in orientation and spent the first night. Only today, at the far end of the room, students were gathering around to see the new teams that had been forged out in the Forest of Forever Fall. Ruby quickly made her way over to find out what was going to happen with her and the others. She was so sure she'd figured out the truth of their initiation, but what if she'd been wrong?

Fortunately, that didn't seem to be the case. She saw similar teams being sorted out in the same four elemental pattern she'd figured out. The four boys in their armor had been sorted onto a team, as had Jaune, Pyrrha, Ren and Nora. Ruby was happy for them, they made an excellent team, and they were all quickly becoming wonderful friends. Hopefully they'd stay that way.

Meanwhile, her silver eyes scanned the scrolls from top to bottom, trying to find...

There. Almost at the very bottom of the last scroll, but it listed all four of their names. Ruby read them aloud anyway. "Ruby Rose. Weiss Schnee. Blake Belladonna. Yang Xiao Long. And together we are..."

"Team Ruby," the four of them repeated, linking arms.

They may have come from different walks of life, bent different elements, had different dreams and ambitions. But they all shared the same hopes and dreams of a better world. And together, they were going to see it happen.

It was going to be an interesting school year.

* * *

 **Authors Notes:  
** In response to some inquiries about the last spoken line of this chapter... when spoken aloud, the team's name is fully spelled out. Juniper, Cardinal, and in this case, Ruby. When in text form it will take the four letter format some are more familiar with. NDGO, SSSN, and of course, RWBY.

The whole concept of the crossover came from each RWBY girl having one of the four elements of Avatar, and it spreading to similar teams having similar set-ups (it helps they have four members each). Evolving the concept into a modified form of initiation was a natural step in that direction.

Jaune's misfortune with the water whip was indeed a jab at the Last Airbender film, where Katara did almost the exact same thing to her brother. Sad that that's one of the best things I take away from that film. Don't worry, he'll get better. And to clarify, while the technology and geo-political structure is more akin to the latter, the level of bending ability is roughly Aang's age instead of Korra's, meaning metalbenders don't exist.

Yet.


	3. Teaching Lessons

The city of Vale held its criminals at a prison built deep into the side of a mountain, the walls lined in steel to prevent earthbenders from utilizing their techniques to escape. Likewise, running water was carefully controlled to prevent any undue usage by waterbending criminals. And any firebenders who tried to stir up trouble were sent to the freezers to 'cool off' for a while.

None of which applied to the prisoner of Cell 113-A. As a non-bender, his jailors felt that his cell's sturdy door and lock were sufficient to hold him. His gear was of course confiscated and locked up securely in the evidence vault. He was utterly harmless. Or at least, that's how it appeared. To his jailors, he seemed quite the model prisoner, never giving them any lip and never causing any mischief. However, he was equally quiet about his true motives and goals. Stealing from Future Industries was not a lightly taken endeavor, and he'd been up to it for quite a while before he'd been caught. But what he was really up to he did not elaborate on. His jailors were positive he would crack in time, however.

But he wouldn't.

Because his time in prison was almost up.

In fact, when the klaxon alarm began to sound, the prisoner in question barely reacted, only popping open a single eye and glancing up from his cot. He lay there quite comfortably, head propped up on his arms, wearing the standard gray onesie they gave to the criminal population. A smirk spread across his face, however, as there came the sounds of a scuffle outside of his door. Muffled bangs and grunts, along with the sound of sloshing water and whooshing winds. Moments later, the door swung open, and the two guards who should have been standing outside fell unceremoniously onto the floor inside instead.

Standing in the doorway were a pair of silhouettes, one a tall boy and the other a curvy girl.

"Time to go," one of them said, tossing the bundle of leather and metal into the cell. A few moments followed of shuffling as its occupant dressed, then a voice emerged as they completed their work and were ready to emerge.

"Well... it's about time."

Stepping out of the shadows of his cell, Roman Torchwick gave his little cane a twirl and rested it on his shoulder. "And just who do I have to thank for my early relea-... oh, goodie, she sent the kids..."

Sparing a glance between them, the young boy and girl each silently asked 'why us?' before going back to the task. Bringing Torchwick up to speed. As they did the three of them walked down the corridor towards the exit, passing a number of other guards crumpled on the floor or against the walls.

"We're on a deadline, Torchwick, in case you forgot," the girl said pointedly.

"Had a little setback," he replied. "But I was almost out on my own, thank you very much. I don't need your kind helping me out."

"Our employer felt otherwise," she said, glancing at him with those ruby eyes and daring him to disagree. Wisely, Roman shut his mouth.

"You still have a delivery to make, Mister Torchwick," the boy on his other side reminded him.

"Don't you kids worry your pretty little heads," Roman said, tugging on his headgear and adjusting his goggles. "I'll get what I was hired to get. Just need a little more time."

"Just don't disappoint our employer," the boy said, turning on his heel and departing. His female colleague skipped after him, her twin green ponytails trailing behind her.

Roman rolled his eyes, tugging out a cigar from inside of his uniform and popping it into his mouth. He hadn't had a good smoke in days. He gave a weary sigh as he then patting his sides for the lighter. Curious thing was, he couldn't find it. He knew he'd put it in one of his pockets, where had the darn thing...

Click.

Glancing up, the redhaired criminal spotted the barest glimpse of the girl with a lighter in hand, having just ignited it. His lighter. She stuck out her tongue at him as she flicked it closed, pocketing it as she went on her way. Fuming darkly, Roman clenched his fists; unable to believe that little waterbending street rat had gotten the better of him.

"I'm going to get you for that," he muttered under his breath, spitting out the cigar in disgust. After all, once he got the merchandise he was after, well... if those two brats happened to end up collateral damage in the ensuing mayhem... who was he to give a damn?

* * *

Dawn seemed to come unnaturally early in Beacon. Then again, for some of the students, accustomed to sleeping in back home, found no such luxuries were allowed here. You came to Beacon to learn how to bend, learn how to fight, and learn how to master the elements. Beacon did not accept slackers and layabouts. They only took the best of the best.

Beacon had four dormitories each located on one of the cardinal directions of the campus: north, south, west and east. Each corresponded to the students of a given year. Team RWBY, along with JNPR, CRDL, and others in their year were housed in the Western dormitory. One large-ish room and beds enough for four. The walls themselves were a dingy white, but there was more than adequate room to hang artworks or decorate in other ways to honor your elemental heritage. Team RWBY had done so by working their beds into bunks, putting up some ornamental scrolls, and making arrangements for Weiss' vast collection of clothes, some of which were even summer themed. The majority, however, were heavy parkas and formal dress.

"At least you'll be ready when winter rolls around," Ruby remarked, having elected to help her bunkmate pack her things away.

"Winter?" Weiss' head snapped up quickly. "Oh, yes, the season... uhm, well, we should always be prepared for any occasion. Especially formal occasions. That's why, sometime this weekend, I think we should make sure the three of you have dresses as well. I refuse to be seen at a social gathering with the rest of my teammates looking like... like... this." She gestured vaguely.

Yang and Ruby shared a look, mildly insulted. "Well, we have some formal stuff too, but it's nothing major. I guess a little shopping couldn't hurt," the blonde firebender said. She glanced up behind her, at the opposite stack of bunkbeds. "What about you Blake?"

Blake glanced up from the book she was reading, 'A Melody of Flame and Frost' and shook her head. "Pass."

She had been in something approaching casual wear the previous night, a green robe and none of the make-up, though she continued to wear the green bow atop of her head even when fast asleep. It was an oddity, but then again Beacon was supposed to be a cultural melting pot of all nations, there was bound to be some weird traditions and customs to be found here. At least, that's how Ruby saw it.

Right now, however, the young airbender focused on the mission. That is the shopping.

She unrolled a scroll and examined it, noting the marks that indicated her classes. "Well, we can certainly try to schedule it... weekdays it isn't practical, but if have studies early in the morning... first class at eight then individual studi-..."

There was a snap as white hair whipped about. "Wait, what did you say?"

"Our first class is at eight o'clock?" Ruby repeated more slowly, unsure of where she was going with this.

"It's seven-forty-five, you fool!"

Eight o'clock marked the start of classes shared by all members of a four-man team. Practical lessons that applied to everyone, regardless of background; like studies on Grimm and Spirits, historical lessons, or classes on politics and business. Being a bender meant more than just throwing down in a fight whenever required. And Beacon, in particular, required a well-rounded education for its students. After lunch, in the afternoon, is when students were broken up and sorted by their specific element for lessons on how to better focus and harness their inborn talents. Airbending. Waterbending. Earthbending. Firebending. Each taught by the most elite of teachers from across the world, who'd come to make Beacon their home. You could not excel higher in your element than you could at Beacon Academy. It was a place of learning, discipline, and dignity.

Which is why the sight of four girls tearing their way across campus at breakneck speeds barely raised an eyebrow from teachers in the adjacent corridors and hallways. They'd seen it all before.

* * *

"Now some of you may be asking, just what is the difference between the Creatures of Grimm and the Spirits, hmmm?"

No one replied, but Port evidently took this as evidence that he was correct that his current crop of students couldn't tell the difference, particularly when it came to Dark Spirits. Professor Peter Port, a man of sagely wisdom and possessed of both great girth and great mirth, none-the-less took all his lessons most seriously indeed. So he started with a quick overview of the differences in the creatures of the world. The first and foremost being that Spirits were malleable in their attitudes, they could be influenced by the world around them, growing dark by destruction or restored to light by compassion and kindness. Grimm, on the other hand, were universally voracious predators that never changed their attitudes or their bloodthirsty nature.

Team RWBY was there, of course, half-bored out of their minds and some of them still making a vain effort to wake up. Ruby was flipping through the handbook looking for pictures, Yang was struggling to keep her eyes open, Blake had slipped in a romance novel behind her own handbook and was dutifully not paying attention. Only Weiss was faithfully copying down notes and sat straight-backed and clear-eyed, watching the Professor's efforts in a hope of learning something useful. Studies on beasts and monsters didn't particularly interest her, but she was determined to be a good student.

As opposed to her younger teammate, who was just as determined to be as annoying as possible.

Even now, she was childishly doodling on her scroll, which she showed to Weiss. A massively portly Port was found there, looking so grossly exaggerated in figure he seemed full of helium.

Then again, she mused, he did seem to hold a great deal of hot air...

Grimacing, she slapped herself softly, shaking her head. How dare Ruby make her think such disrespectful thoughts? And what had Port just said? She was positive it was important.

"Now you just be certain to remember that and everything else will fall neatly into place," Port said bombastically.

He seemed about to continue, when there was a chime off in the distance. The bell, which let them know classes were over, and it was time to move on to the next one. "Ah, seems our time is up for today," said Professor Port. "Be certain to review the material we've covered today, next week we're having a test and I intend for everything in the review to be a part of it. It behooves you to study this now instead of trying to cram at the last minute."

Weiss took his advice to heart and turned to Yang and Blake. "We should prepare some sort of study session time, maybe block off a portion of the weekend..."

"Ah lighten up," Ruby said, interjecting herself between them. "Everything'll be fine. We've got this, Weiss. Just take it easy. Besides we were going to go shopping, weren't we?"

"This is serious business," she replied, feeling hot underneath her collar. "Studying takes priority over shopping. Ruby, you really should take your studies more seriously."

"Weiss it's only the first day."

"Which means we need to start on the right foot."

"Which we did! It's not like it's hard, it's the opposite of the left foot!"

"You know what I mean! We nearly arrived late!"

"Nearly is not the same as doing," Ruby replied, ignoring the fact that they had almost missed the bell for their class. But it was her next lesson she was excited about. And she was sure they were as well. "But alright team, if you don't want to be late, let's get moving! Hup-two, hup-two!" Ruby cheerfully called out.

It was the last straw for Weiss. Angrily she whirled on her team leader, bringing the red-cloaked girl to a staggering halt. "E-NOUGH! You are the most immature, air-headed, witless child I have ever had the misfortune of dealing with! Stop treating this like a game and take things seriously!"

"Hey, whoa!" Ruby protested, arms thrown up defensively. "What's put a bumblefly in your honey?"

Blake and Yang, about to go on ahead, came to a stop a short distance away to watch the argument.

"You're supposed to be a member of Team RWBY," Weiss snapped. "Everything you say and do represents us! But so far all you've been is annoying!"

"What did I do?!"

"Exactly! You've done nothing to earn your position! You got lucky against that Nevermore, and then we got paired up because of our elemental set! That's it! You treat this all like it's some stupid game!"

"Who died and made you leader?" deadpanned Blake, not really expecting an answer.

"Someone has to be!" Weiss said coldly. "It can't very well be her!"

The remarks stung, and Ruby recoiled, drawing her cloak more tightly around her shoulders as she seemed to retreat into the red fabric. "Weiss, I'm..."

"Now if you'll excuse me I'm late for another class! I intend to actually learn something in this one!"

With a huff, Weiss turned up her nose and marched off, arms at her sides and stomping across the ground. Ruby could only watch her go, unable to follow. Hopefully things would be better after their individual classes when they met up back at the dorms. Weiss marched off towards her Waterbending lesson with Jaune, Emerald, and Sky Lark, while Ruby was due in Advanced Airbending with Ren, Russel and that Mercury boy. Grimly she trudged through the halls of Beacon towards the field where Professor Oobleck would be holding lessons, ignoring the sympathetic looks she got from her other teammates. But they couldn't linger to comfort Ruby, they had their own classes to get to.

"A difficult day, Miss Rose?"

Ruby started, then relaxed as she saw it was only the Headmaster. Professor Ozpin stood just around the corner near the hallway intersection, a mug of coffee in hand, leaning lightly against his silver cane.

"You could say that," she replied, head lowered, half hidden by her hood.

"Things must be difficult... it's never easy for a new team to come together at first, but you'll-"

"But why do I have to be a part of a team at all?" She cut him off. "I'm better at doing things on my own! When I'm with others, I stink!"

Ozpin gave a gentle smile at her rebuke, adjusting his glasses. "It's only been one day, Miss Rose. Some of your companions could learn to relax. And you need to have more faith in yourself. You have what it takes to accomplish great things."

"You really think so?"

Again, that smile, so confident, so sincere. "I know so. I also know it's not an easy thing, leading your fellows through thick or thin. Learning to become part of a team. I've made many mistakes in my time. More than any man, woman, or child alive, in fact. But when we have the weight of the world upon our shoulders, there is only one thing we can do."

"What's that?" asked Ruby.

"Plant our feet."

There came a chime off in the distance, and both headmaster and student glanced up to listen to it. Two bells. "Don't you have airbending basics to attend?" Ozpin reminded her.

"Oh, you're right! I gotta go!" Ruby said, tossing down an air scooter and hopping on, zooming down the corridor faster than most students could run. She narrowly avoided running into Blake, who'd been in the adjacent hallway the entire time. She hadn't meant to overhear Ruby's conversation, but thanks to her heritage, there was little she didn't overhear at such close proximity. The strange thing had been what she'd heard, however. Blake's gaze followed after Ruby, unnoticed by the younger girl, and paused as she glanced down the hallway. There was no one there. It was as if Ruby had been speaking to thin air.

Golden eyes narrowed and a single black eyebrow rose as the painted warrior wondered just what that could mean.

* * *

Ruby arrived only a few moments later to her first lesson on airbending, smartly slipping into the observatory where it was being held.

Bartholomew Oobleck, their airbending teacher, had set up a series of tubes and pipes for the students to practice on. If they were performing the technique correctly, the pipes would resonate with a beautiful sort of music. If their aim was off or their movements incorrect, they might make for a less pleasing sound, or produce none at all. As such, the start of the class always tended to start out with a bit of... chaos.

Their instructor was a tall, painfully thin man with a wild mop of green hair and a pair of glasses that all but obscured his eyes completely from sight. He wore the traditional yellow and orange of an airbending master, and a necklace around his neck bore the insignia of the Air Nomads. Right now he stood dead center of the observatory, speaking a mile a minute as he demonstrated just what it was he wanted his students to do.

"Air is the Element of Freedom," Oobleck explained loudly, going through the slow motions of a familiar technique. One that allowed for a simple, small gust of air to be brought forth. The other students were mimicking it, Ruby amongst them, even though she was already familiar with how it worked. Oobleck was trying to ascertain where they were in their training.

"The style of Airbending we focus on concentrates on speed and evasion, forgoing a strong of-fense for a greater de-fense," he went on. "You must learn to look at problems from a different angle to find the point where you can influence them properly. And you must be patient and careful not to commit everything to an opening volley. In more advanced classes, we will teach you how to fly using gliders and flight suits that have been designed to accommodate your abilities. Make no mistakes, students. You came here grounded, but I have no doubt by the end of your time here at Beacon... you will truly soar."

"Excuse me, sir?"

Practice tapered off as all eyes were drawn to the student with his hand raised. Unlike the majority of the students, who wore shades of orange and red and yellow, the colors of autumn, he was dressed in dull and dingy grays. A pair of black pants underneath some very gray robes that almost perfectly matched the shade of his hair. Metallic boots wrapped around his feet, yet made barely a sound as his feet moved. His most arresting feature, however, were his eyes. Dark as pitch and bottomless as a well.

"Sir? I have a question," he said in what seemed like a pleasant tone, but carried an undercurrent of... something else.

The professor nodded, indicating he could go ahead. Everyone paused in their bending forms to listen.

"Uh well I was doing some reading and I found some ancient texts referring to a Guru Marcus. It said he was able to unlock an advanced airbending move and that he could fly... like, literally, off the ground fly... no glider of any kind. And that he spent the remainder of his life never touching the ground. Is there any validity to that story?"

Oobleck took a moment to adjust his enormous glasses before replying. "I'm familiar with the story. Unfortunately, I'm afraid there's been no concrete evidence to support the tale of Guru Marcus and his story of flight. While it may be possible it does not seem that any airbender alive has been able to duplicate his success in almost a thousand years."

"Hmmm," Mercury said non-committedly. At a nod from Oobleck, he went back to practicing his forms, as Ruby watched curiously. He obviously knew what he was doing, practicing the basics with a certain ease she recognized as belonging to a true expert. He was good, she thought. Very good.

Glancing to her other side, on her left, she saw Ren was equally skilled in his technique, adding a flourish to his kicks and strikes in such a way that he almost seemed to be dancing. The metal pipes seemed to sing his praises as he went through the airbending forms with grace and precision.

Against such prestigious talent, how could Ruby hope to compete?

 _Keep moving forward_ , she thought, starting up the form again.

* * *

Waterbending was practiced outside in the courtyard, where the many natural fountains provided a water source for beginner students. Though the majority of classes were held during the day, Glynda also oversaw a number of early night-time classes for the truly advanced students, for when the sun had set and the moon had risen was when a waterbender was at their most powerful.

Right now, the students were divided into pairs and were passing water back and forth to one another to practice the basics. Glynda walked amongst them, deftly avoiding the moving water with a casual, elegant grace.

"Water is the Element of Change," Glynda stated. "The element of emotion. Like the tides, you must be flexible, and you must be graceful. A true waterbender concentrates on the flow of energy. They focus less on their own strength, and more about turning their opponent's strength against them. Go with the flow, follow the currents, and they will guide you towards victory. Fight the flow, and you will simply end up-"

A muffled splash interrupted her lesson, and she glanced over at the student responsible. Jaune Arc, currently laying on the ground and completely wet. Evidently he'd mis-timed his last step and slipped on the slick ground, getting splashed in the process.

"Hey, wait, wait, I wasn't ready!" Jaune protested, sopping wet. He tried to climb to his feet quickly and nearly lost his balance again on the slick stones. Some of his fellow students were chuckling at his misfortunate. Including Lark from Team CRDL.

Glynda glanced his way, her eyes narrowing to mere slits of green. "I advise you to be ready, Mister Arc. Your opponents will rarely permit you a chance to catch your breath or lace up your boots. Or... refill your waterskin."

His face flushed and his gaze dropped. How did she know about that?!

"Now... again."

The waterlogged blonde boy nodded, assuming his ready stance, and tried to catch the next water spray headed his way. He did, clumsily twisting it along his arm and torso, and managed to send it back this time, stumbling only a little. His partner, the stern, cobalt-haired boy Lark, wasn't making it easy on him. But Jaune made no further effort to complain. He seemed to shoulder his burden and kept at his practices. By the end, he did look like he was almost at the point he knew what he was doing... but it was by a very thin margin indeed.

Such a dolt, Weiss thought, rolling her eyes.

That one moment where her concentration slackened, however, was all it took for Weiss to also get splashed by the next waterbending form. The girl across from her, a dark-skinned woman from the south, gave a weak, apologetic look.

Their blonde teacher glanced their way, eyes narrowing again. "Miss Schnee... I advise you to pay closer attention to what you're doing."

Fuming angrily, surprised the water wasn't evaporating off of her out of pure fury, Weiss barely managed to hold back a retort with clenched teeth and nod her head, glaring across the way at her waterbending partner. A green-haired girl with bright red eyes the color of rubies and a get-up that looked more earth kingdom than water tribe, dull browns and darker blues in a top and pants combination. She gave a weak little shrug of her shoulders in response to Weiss' ire.

"Sorry," Emerald said, not sounding very sorry in the slightest.

* * *

Deep below the grounds of Beacon, in a sub-basement level almost ten meters below the surface, the earthbending lessons were taking place.

The basis of earth was stability and durability. It was characterized by its benders being tough, standing their ground, and absorbing or intercepting attacks until they completely overwhelmed their opponents. Like a landslide or an avalanche. Its strength lay equally in offense and defense, which was why its favored tactic in battle was to watch and wait. When the time came to strike, they had to be ready.

Blake was good at watching and waiting. She was very, very good at watching and waiting.

Her keen golden eyes rarely missed a thing, and her night vision was very sharp. Of course, not many of those present had such a gift as she did, so the underground cavern where they were practicing earthbending was lit by a number of glowing crystal rocks embedded in the earthy walls at regular intervals. The light chased back the shadows, but they were still very much present as Blake went through her earthbending forms alongside her classmates.

Amongst them, Pyrrha Nikos, who launched and aimed stalagmite spears with uncanny speed and precision. She had a rare gift, and already her teachers and fellow students were speaking often of her accomplishments. Both in and out of the classroom. She seemed to know the ground almost intimately. Like she could feel it without seeing. When their instructor, thinking she could use a strong dose of humility, launched an attack designed to knock her off-balance, Pyrrha caught the rock without even looking back in her bare hand, then dropped it to the ground by her feet with a smile.

Not a smug grin, but a satisfied smile all the same.

"... very good, Miss Nikos," he reluctantly congratulated her. "Everyone make note of that? She did not see the attack coming. She felt it. A true earthbender can sense the ground and the rock against their bare feet. They can anticipate attacks before they are struck."

Catching sight of a student not paying attention to his lesson, a Dove Bronzewing, the instructor launched another such attack at him. This one connected, knocking the poor boy in the chest with the force of a battering ram. All the air knocked out of his lungs, and he collapsed onto the ground, gasping for breath. His armor had protected him from the worst of it, but his chest would still sting come morning.

"So maintain awareness of your situation," the instructor said. "Or the ground itself will become your enemy."

Lesson received and taken to heart, Blake kept her guard up during class from then on. Even from her teacher.

Especially from her teacher.

* * *

Elsewhere, the basics in fire bending were taking place inside the school's heating center, where the furnace was located that provided warmth to all of the buildings during winter months. The metal walls prevented any accidental fires from burning down Beacon Academy, and the heat made them all feel right at home. Their instructor was the same Port who'd instructed them on the nature of Grimm and Dark Spirits.

"Fire is unique amongst the elements in that we need no external source to bend," he proclaimed proudly. "Fire comes from within! It is the source of life and energy. You can think of your own bodies as having their own internal power source, found here, in the stomach. We refer to it as the sea of chi," he explained, patting his tummy. "Though in my case, it's more like a rumbling ocean! Ha ha ha!"

Cupping his enormous bulk and giving a jiggle of his belly, Professor Port succeeded in inducing disgust in almost every member of this class, Yang prominently amongst them. Watching the bounce and jiggle of that enormous gut almost made her want to lose her lunch, but she grimly held on and tried to pay attention.

"Anyway, the point of today's lesson is not just to fling fire haphazardly around," Port proclaimed, mustache bristling. "I'm sure everyone here can do that much already. No, today, we focus on control and precision. The task is simple. To light a single candle amongst many."

The students lined up as they were presented their candles... alternating black and white wax to enable them to distinguish their targets... which were nearly fifty feet away on the other side of the room. Definitely not an easy target to hit. As most evident when Nora sent too large a fireball down the way and melted her entire candle into so much wax. The student to Yang's right, a pink-haired faunus with a long cat-tail the same shade as her hair, didn't do much better, having missed completely. Though she did come very close to lighting Yang's own candle in the process.

For her part, Yang was tensed, annoyed, but focused. Though she loved to cut loose with her fiery abilities, she also knew when it was best to exercise control and self-restraint. Ever since...

Shoving the memory aside, Yang flung her first forward, feet shifting into position as she launched a thin volley of fire at her target. She missed. Grumbling, Yang prepared to throw another, when the 'ooh's and 'aah's of students next to her drew her attention to one of the set-ups down the end of the line.

Another student was rapidly lighting up candles, far more than she should have been able to. She'd managed to light up not just one, but nine candles in quick succession. She didn't even look strained.

"Not bad," Yang congratulated her. "What's your name?"

Breathing out with a casual air, the girl turned to face her, brushing some dark hair out of her golden eyes to meet Yang's lavender ones. She wore a red dress with some shoulder guards typical of Fire Nation fashion, which ended in a medium-length skirt halfway down her legs. Her most arresting feature, however, was the tattoo in the middle of her forehead, that of a third red eye.

The dark-haired girl smiled, her eyes lit by an inner fire of their very own.

"Cinder," she replied in a lilting tone. "Cinder Fall."

* * *

 **Authors Notes:  
** That's right. Beacon's already infiltrated. And Roman's not quite done yet.

Some may note I kept Blake's earthbending teacher off screen, and did not describe or name them. I have someone else in mind to complete the elemental set I'm forming with Glynda, Port and Oobleck who'll be visiting Beacon in later chapters.

TheRogueSpider, OriSODhime, Inspector97, SkireTehFox, KatLime, AryoAnggoro, and many others have worked to make beautiful fanart of an Avatar/RWBY crossover on Deviantart. Some of which inspired this story, some of which was inspired because of it. Either way, highly recommend checking them all out.

And one other bit of homework for my faithful readers, if they don't terribly mind. I'm looking for a good RWBY character to inherit the ability to plantbend, in the same vein of Hu, if not necessarily the fashion sense. Taking suggestions for the most appropriate character option.


	4. Past and Future

It was going to be an interesting school year.

Professor Goodwitch usually had that thought regarding every year at Beacon Academy. And thus far, she'd yet to be proved wrong. Every generation of new benders seemed to, on an average, possess abilities and skills that left the previous generation in the dust. You could see the results in their scores, every year. Glynda took some pride in those scores, particularly the waterbending students, since they were studying under her. Upholding and advancing an ancient art that their people had been performing since time untold.

But this year was definitely going to be an especially interesting school year.

For one thing, there was Ruby Rose. While not Glynda's direct student as an airbender (she studied under Oobleck instead) the bespeckled blonde felt some measure of responsibility when it came to the silver-eyed girl, since she had accepted her application at the Avatar's behest.

That, however, was on a whole different plane. Right now, she had more to settle in regards to one Weiss Schnee, a student in her first year waterbending class.

It wasn't her scores, apart from the occasional slip-up (expected even from her best students, though not encouraged) she was an excellent waterbender. Her form was clinically precise, her movements well practiced. If anything she only suffered from a lack of imagination, being used to the rigid forms she'd probably been learning all her life in the Northern Tribe. While not exactly a handicap, it could prove detrimental to her future waterbending in the field. Their style was a versatile one if used correctly. But that wasn't the problem.

The problem was her attitude.

She was standoffish, closed off, and prideful to the point of being arrogant. Glynda hadn't received any reports of poor behavior from the other students, but she had eyes and ears. Weiss was even having trouble with her teammates. That most certainly would not do. So it was that Glynda caught her discreetly after their class, and invited her into her office with a politely stated request:

"Miss Schnee... let's talk."

Though Glynda taught an early evening class, she had a few hours to spare before it started. Normally she used this time to go over the students' homework and her lesson plans. But right now, she felt she needed to have a talk with the Heiress of the North.

Glynda's office reflected her arctic origins, the walls were a cool blue and the furniture was primarily the furs of animals like the penguin-seal and the polarbeardog. Various scrolls were rolled up and set on a shelf alongside many books detailing the history and study of waterbending, all the way back to its origins. Glynda was an avid reader, and knew most of them by heart, but seeing Weiss regard them curiously as she entered pleased her. A thirst for knowledge was ever a beautiful thing for a teacher to see in a student.

Still, it didn't detract her from her intentions. She did not settle at her desk, far too formal, but instead beckoned the younger waterbender to join her at a coffee table with some comfortable chairs around it, claiming one for herself.

"Please, be seated," she said, lowering herself into her seat with all the grace of an eel-swan.

The young princess did so with a polite dip of her head. Not surprising given her history. Glynda well knew about the Northern Water Tribe and its politics. Unlike her students Jaune and even Velvet, who were from the South, or even Emerald, who was from the swamplands, Glynda was also born and raised in the Northern Water Tribe, the same as Weiss. While it would be unfair to call it favoritism that she was showing this much attention to the young Miss Schnee, it would be more accurate to say she was concerned for the representation of her tribe and people.

And, if she was being honest with herself, she saw a lot of herself in young Weiss. She dreaded the thought of the poor Schnee Princess making the same mistakes she had.

So, first some icebreakers. "So, Miss Schnee... do you mind if I call you Weiss?"

"Oh, uh... no, not at all," Weiss replied swiftly.

Gesturing to the kettle on the table, Glynda poured some tea for them, using her waterbending to have the hot liquid slip out of the kettle and into a pair of cups. "How are you enjoying yourself here at Beacon?"

"It's... different," Weiss settled on after a moment's thought. "Good different. I mean, it's challenging, but I like the challenge. I'm learning a lot in the classes. Much more than I did from tutors back home."

 _Trying to flatter me, is she?_ Glynda almost smirked at the thought. She was a little too wise to fall for that. But she could enjoy it. After all, she _was_ the best, and for good reason.

"And outside of your classes?"

"Well it's a little warmer than I'm used to, which is nice... but that won't last long," Weiss remarked, thinking of the winter coming up. If she thought that was even close to how cold it got in the poles, she was mistaken. Even wind chill wouldn't make Vale as bad as the Tribes were, even during the summer months. But the change in topic meant her young student was relaxing. The ice was now broken, now for a little more heat to melt it.

"And how are you getting along with your team?"

 _Ah, there it was_. Weiss's icy blue gaze flicked sideways, refusing to meet Glynda's any longer. "My teammates are... proving adequate at their studies," she replied after a moment's thought. "We are meeting the expectations..."

Glynda waved a hand gently. "That's not what I asked. I asked how you are getting along with them."

"I..."

"Weiss, I've seen how they act around you. And you around them. And I'll admit... I'm a little concerned."

"It's... just... they're difficult to deal with, sometimes," Weiss said defensively. "Ruby is always immature and Blake is always so stand-offish, and Yang... Yang is...!"

"Fiery?" asked Glynda with a smirk.

"Yes!"

Resisting the urge to smirk _too_ much, Glynda sipped her tea. It was a good blend, Ozpin had bought it for her some time back. She never had gotten around to thanking him for that. But she'd finished off her cup, and set it back down on the tray in front of her, giving Weiss her full attention. Time to reshape this water to a form more suitable.

"I know it can be a bit of a culture shock leaving the poles and coming to the mainland," Glynda replied. "Meeting other benders and other cultures. It can be difficult sometimes."

"I can handle it," Weiss replied haughtily, almost dismissively. Then, perhaps realizing how she sounded, tacked on a "ma'am" to seem more polite.

There had to be some irony that waterbenders sometimes took the most resistant path to change, when their element _was_ change. But especially those up in the Northern Tribe tended to be as cold and inflexible as the ice they sculpted into structure. Weiss wasn't as bad as some Glynda had met in her life, not even her older sister (another student of hers) but she might become such if not properly given a nudge in the right direction. She decided to give her that nudge.

"It's not a question of 'handling' it," Glynda said. "You have an incredible opportunity here, Weiss. One not everyone gets. Not only to study waterbending at the finest academy in the world, but also to learn from your fellow benders. Your team especially. Their strengths can become yours, if you're willing to learn from them."

"What, learn to be immature, sullen, and completely lacking in..." her icy blue eyes widened as she realized what she was saying, and Weiss snapped her mouth closed with an audible click.

Glynda just smirked. She'd called her own teammates far worse back in the day. "No... learn how to relax and be free... how to be stable and subtle... and how to savor the beauty that is life. Are those truly such bad things?"

The look on her face told her she'd never even considered such before. "I... guess so."

"Just think about it, Weiss... I don't want you to miss an opportunity here... even if it's not, strictly speaking, on the curriculum. Besides, you _are_ heir to the Northern Water Tribe... well... someday when you rule, you'll have to be responsible for working alongside other cultures and benders. The Four Kingdoms all meet here... consider this practice for the future."

That made much more of an impact, and Glynda smiled as she saw the pieces she'd set into motion settle into place. Weiss' changing expression told her everything she needed to know. She could practically read the white-haired girl's thoughts.

"Now, I won't keep you, I'm sure you want a chance to get something to eat before the afternoon block begins..."

"Uhm, well, maybe a little," Weiss replied, rubbing a hand over her flat tummy. She took her feet, and gave a demure curtsey. "Uhm, thank you for your advice and wisdom, Professor Goodwitch."

"Weiss... one more question before you go, but I don't expect an answer right away. What sort of leader do you want to be for the Northern Water Tribe?"

Her mouth opened as if to give an instant response, perhaps to say a good one, or a strong one, but Glynda shook her head to gently cut her off. "Think on it," she repeated, then turned back to her tea as Weiss closed the door behind her and departed. Outside in the hallway, the Ice Princess rested her head against the door frame, unsure of what to do or say. What was the answer? And was it the one that Glynda wanted or the one she believed herself? Or was it the truth? Or all of the above?

So many questions... but Weiss had a feeling she knew where to start.

* * *

They ambushed her at lunch the next day.

Weiss was munching on some tofu, shoveling it into her mouth by chopstick with no real regards for its taste. It was fuel for the body, nothing more. She also had a green apple sitting at her spot, since fruits were good for a growing body. But she'd been so preoccupied with her meal and her thoughts she hadn't notice her teammates arriving until they had her surrounded.

"Weiss, we need to talk," Ruby said.

To their surprise, she didn't try to flee. Instead, she nodded, setting her bowl and chopsticks aside. "You're absolutely right. We do."

The sudden change in plan had Ruby's mental tracks jump. "We do?" she asked.

"We do."

"Oh, well... uhm..."

"I feel it is my place to offer recompense for my transgressions," the Ice Princess said formally, hands resting in her lap as she dipped her head forward politely.

Ruby blinked. "Come again?"

"I'm sorry. Look I'm... I'm just sorry, okay? I don't mean to be such a... such a..."

"Boarcupine?" suggested Blake. The animal in question was notoriously for being difficult to approach without getting hurt. They didn't have such animals in the frigid north Weiss came from, but she latched on to the explanation.

"Yes, one of those! I'm just... I'm not used to working in a team. Father never had us working in teams. It was either me following him, or Winter, or else me giving the orders. Anything done by my men was reflecting on me, so we had to do our very best. It's tough when you're the Princess of the Northern Water Tribe."

"Wait a minute... you're a _real_ princess?" Ruby asked, silver eyes wide. "Like, for real?"

"For real," replied the white-haired girl, rolling her eyes. "Well, technically I'm the younger princess but my father elevated me to the position of heir to the throne once he's gone because my sister... uhm... kinda left."

"You have an older sister too?" Ruby asked. "Is she like Yang?"

This wasn't even close to the sort of conversation Weiss had planned out, but, in a way, it felt nicer somehow. They weren't talking about how to be the best benders they could be, or how they'd unite to face threats and get perfect grades... they were... bonding. Over matters like family.

Weiss flicked her blue eyes over at the blonde firebender, proudly munching on some fire flakes. She was incredibly passionate, and very enthusiastic, and a delight to be around. But she was nothing like Winter, so poised, so refined, so she slowly shook her head. "She's... similar... but there's a lot of differences," she explained. "But I love her. She helped bring me up after mom..."

She trailed off for a moment, her eyes distant. Almost without realizing it, Weiss lifted up a hand to trace the scar beside her left eye.

"... something happened to your mom?" Ruby finally asked, as gently as she could. "You don't have to answer if you don't want to."

"No its okay, Mom... mom died a few years ago," the waterbender replied. "In her sleep. It was peaceful."

"We lost our mom too," Ruby said. "Both of them, actually."

"Both?"

"Mine and Yang's," clarified the younger girl.

"Don't sisters usually only have one mom?"

Yang guffawed at that, pounding at her chest a moment later as she nearly choked on her fire flakes. Ruby patted her back until her airway cleared, explaining at the same time. "We're half-sisters. We have the same dad, but different moms."

"That explains a lot."

The dark-haired girl nodded, accustomed to people finding it difficult to believe she and Yang were related. "Yang's mom vanished shortly after she was born. Mine raised both of us until she passed away on a mission in the Eastern Earth Empire. She saved a village from marauders who were trying to destroy it."

"She sounds very brave," Weiss remarked.

"She was."

Silence descended then, but for once it wasn't an uncomfortable silence. The sort that held in place when someone wanted to speak but did not want to say the wrong thing. No, the most important things had already been said, and though they might not realize it, the girls were already on the same wavelength, feeling a new sort of kinship with one another. Likewise Blake and Yang felt much the same way, listening in on the conversation's periphery.

"Look, why don't we start over?" suggested Ruby, offering a hand to the pale-haired girl beside her. "I'm Ruby Rose. Fifteen years old, single. I'm a former student of Signal, and I'm an airbender."

"Weiss Schnee," the other girl replied, taking her hand in it and shaking. "Seventeen. Waterbender. Heir to the Northern Water Tribe."

"Nice to meet you, Weiss. Let's be good friends."

"Friends?"

"I want more than just for us to be a good team, Weiss. I want us to be friends. We have a chance to do good things, but that doesn't mean..."

There came a muffled crash, and the four of them glanced over at a nearby table. Past where Team FNKI and NDGO were set up, where their friends from the Forever Fall were sitting. Team JNPR was sitting across from team CFVY, two of their members lying on the ground beside one another, their trays and their meals splayed out across the ground. Velvet's glazed vegetables were now gathering dirt alongside Jaune's seal jerky. Nor had it been mere clumsiness that had caused the two students to collide.

Further back, the chuckling, amused visage of Cardin Winchester and his CRDL cronies could be seen. The positioning of the bodies and his posture told them what had happened. The big ape in Fire Nation armor had pushed Jaune in such a way he'd collided with Velvet, knocking them both over.

Silver eyes narrowed. Ruby hated bullies.

At least the water tribe boy was taking it well, offering a hand to help Velvet to her feet, which she gratefully accepted. This, however, only earned more scornful remarks from the rest of CRDL.

"Oh wow, Jaune, are you that desperate from some tail you're gonna chase the cotton?!"

"Hahaha, what a freak."

The bow atop of Blake's head twitched, and her golden eyes narrowed to dangerous slits at the insults. This was worse than just bullying, this was racism against the faunus. And just when it seemed CRDL could sink no lower.

"Those jerks... why do we put up with riff-raff like that?" Weiss said, turning her back on CRDL and their antics dismissively.

"Because it's better than having benders with their abilities running wild," grumbled Blake. "People with bending but without the proper education have been known to either be wildly destructive or develop into criminals."

Ruby glanced over her shoulder at CRDL's table, she saw Russel and Cardin exchanging high-fives and continuing to make disparaging remarks about both Jaune and anyone else in earshot they felt needed it. Meanwhile, Dove and Lark were engaged in an arm-wrestling contest, proving who was stronger in a pointless test of physical strength, instead of using their respective elements.

"Barbarians," scoffed Weiss. Ruby found herself nodding in agreement.

"Let us hope we never become like that," Blake thought with a shudder.

"That shouldn't be hard, they're almost bottom ranked in all their classes," Yang said, who shared a class with Cardin. "Heck, we could do the bare minimum and still look good compared to those idiots."

"Oh, is that all?" Weiss said sarcastically. "Well, we should have no problem with that."

"Well, don't worry, Ice Princess. We'll learn together, okay? And anytime one of us needs help the others will be there to help. Deal?" she offered her hand.

Weiss clasped it in her own and squeezed. "Deal."

* * *

Another fortnight of classes later, and Team RWBY was settling into a comfortable rhythm. Nothing was perfect, of course, their ingrained habits and customs still clashed on occasion. But overall, they were learning to tolerate each other's unique way of doing things, if not accept them. Like Ruby waking before dawn to greet the day so enthusiastically. Or Weiss insisting they went over their homework following dinner. By contrast, Blake was much easier to get along with, but it was equally unsettling how often she drew away from them to keep to herself. Yang very much insisted the dark-haired earthbender be a closer part of them, and drew her in to their fun whenever the opportunity presented itself.

Like it was doing right now.

Thursday night, they'd finished their homework early, and were out in Vale doing some shopping. Their schedule had finally opened up enough to allow the foursome to go looking for winter cloaks and boots and anything else they would need when the snows hit. Vale didn't boast the impressive foot-deep winters that the North and South Poles did, but it still got impressively cold. And worse, often boasted freezing rains that left behind lots of ice on the roads and sidewalks. So they had to enjoy as much of the warm autumn season as they possibly could.

And after shopping, they hit an off-campus restaurant for some food.

Slurping some noodles into her mouth with great gusto, Yang gave a hearty grin, even as she wiped off her mouth with the back of her hand. "Oh yeah, that's the stuff! Keep it coming, old man."

The 'old man' she was referring to affectionately, nodded as he switched out Yang's now empty bowl for a fresh one. Which was her third.

A narrow-eyed gentleman in the stage of life just short of ancient, he held the vigor of a man half his age, cheerfully preparing food and serving it in equal measure. All while dressed in a green robe and red apron overlaid, with an equally green cap atop of his head to hide his baldness. A fringe of gray still encircled his ears and the back of his head like the spikes of a boarcupine.

No one knew his name, and he never told them.

While they settled in for their meal, the foursome of Team RWBY discussed a few of their tactics. While students at Beacon learned elements individually, they were expected to fight as a team. It behooved them to learn how their abilities could complement one another. So they'd been practicing in secret when the time permitted and come up with some interesting ideas and plans that they couldn't wait to test out. The four elements didn't just complement one another spiritually, making for a whole and wholesome individual. There were many practical ways to fight using the elements in tandem, as they were discovering.

But for now, their priority wasn't bending. It was more food.

Ruby practically inhaled her rice ball and found her plate empty, save for a few specks. It couldn't get any cleaner if she licked it clean. Which meant only one thing:

"Got anything for desert?"

The old man pointed at the menu, indicating a new item that caught their eye. Seeing they could do, but it was the believing they had to work on.

"Cabbage... cookies?"

The old man gave a grin, and produced a plate from behind his back like a master magician, setting a tray of the cabbage cookies in front of them, clearly offering a sample. Hesitantly, Ruby reached out a hand for one, holding it by her fingertips and away from her body like it was a poisonous snake-bat.

"Well... here goes nothing," the dark-haired airbender said, taking a small bite.

Her three teammates crowded around her, watching her face contort into a variety of expressions, unable to nail down just one.

"Well?" demanded Weiss. "How is it?"

About to reply, Ruby held up a finger, finished chewing, and swallowed. Her airways clear, she then said, "Kinda crunchy... but... not bad."

The other three exchanged a look, then with a shared shrug reached for their own cookies, determined to give it a try. However, before they could sample the unique delicacy, there came the sounds of beeping and honking from out on the street. All patrons of the restaurant, including the old man, turned to watch as a large pick-up truck hopped the pavement in order to clear its way around another vehicle, nearly flattening two pedestrians who dove out of the way. The driver wasn't hard to identify, he was the most wanted man in town. Four pairs of jaws dropped, and three of them dropped their cookies in the process, letting them crumble on the ground as they watched the vehicle speed past.

"Was that...?"

"That's... Roman Torchwick," Weiss identified, remembering hearing about him on the radio. His wanted posters were still fresh all over the city for his arrest. "I thought someone apprehended him?"

"Yeah, so did I," replied a numb Ruby.

The four girls watched as the truck veered around a corner, turning a little sharper than was safe, and cutting off a vehicle already on its way out. Angry honking followed the retreating criminal as Team RWBY watched in a sort of stunned silence.

"... let's go after him!" Ruby declared.

Weiss turned on her. "Are you insane?!"

"No its cool, I've beaten him before, and now there's four of us. We can do this."

"Four times the firepower," Yang agreed with a nod. "I'm down."

"Maybe we should just follow where he's going and report him to the authorities," suggested Blake. "He may be going somewhere with back-up."

"Well, okay, we scout out, and if we can take him we can, and if he's got back-up we call the police. How's that sound to you?"

The three girls turned on Weiss, who flinched uncomfortably in the center of attention. On one hand, she was quick to point out the potential flaws in their plan. They were students, this was a master criminal. He could have _lots_ back-up, he could have weapons, he could have hostages. Any one of a thousand ways the plan could go horribly wrong. And yet she'd already promised herself she would try and relax and be a part of the team. She didn't want to ruin their potential fun just because of her own misgivings.

Besides... she had always wanted a chance to test her waterbending in real, actual combat.

"... alright. Let's go get him."

* * *

The four girls moved quickly up the side of a nearby building and then tailed Roman's truck from the rooftops, following him from the more upscale uptown down into the warehouse districts. They paused by the roof of an apartment complex to watch as he made his way up to the fenced gates of one such building. A sign beside the gate identified it as another Future Industries warehouse. Long abandoned, by the looks of it. As they watched, the gates slid open to admit his truck, and they caught sight of a pair of masked goons. Ruby instantly recognized them as the same sort she'd fought previously. They all bore the mark of a red axe shape quite prominently.

"Only two," she reported, fingers upraised to show she could count.

"That we can see," Blake reminded her. "I'll scout ahead, wait here."

"Blake, wait!" hissed Ruby, as loudly as she dared. Alas, too late, the earthbender was already in motion, using the stone wall of the building to launch herself like a slingshot over the fenced perimeter of the warehouse, landing as silent as a cat before padding along towards the main building. With remarkable agility she slipped up the wall and through an open window on the second floor, vanishing within.

Grumbling under her breath, Ruby quickly came up with a plan. "Weiss, go after her... we'll deal with the grunts."

About to argue, Weiss could only roll her eyes, since she'd probably have made the same suggestion herself. Without enough water to create a slide down to the ground floor, she reluctantly climbed down the fire ladder beside the building, then used the water in her ever-present flask to slice a hole in the fence, following after her teammate.

There came the sounds of grunts outside, muffled cries that were cut off quick, along with the whoosh of fire and air. Yang and Ruby must have done their job. Weiss still had to do hers, however.

"Blake?" she whispered, as loudly as she dared. "Blake where are you?"

A muffled whisper drew her over to the far corner, beside the door. "Over here," Blake whispered. "Torchwick is alone," she reported as the Ice Princess drew closer. "I can't find anyone else here. But I can't pinpoint his location."

"Then let's stop skulking about like thieves and bring in the others," Weiss grumbled, anxious to be done with this. And a little sore she hadn't gotten a chance to use her waterbending in an actual fight.

Weiss opened up the warehouse door and let in her firebending and airbending teammates, as well as more light. There was no sense hiding from Torchwick now, he must have been all alone. And in that respect, they weren't wrong. Blake found out where he was first, as the light shown down on a section of cleared out crates. And on something big and metallic that stood towering in the midst of it. Blake could only gap in horror.

"Uh, guys? I think I found out what Roman was stealing all that Future Tech for..."

"Really? What?" asked Yang, barging straight in. Then, immediately spotting it, felt her smile slid right off her face and shatter on the floor. "Oh."

* * *

Seconds later the members of Team RWBY came running out of the warehouse like Dark Spirits were nipping at their heels. And when the wall beside the door erupted outwards, it seemed that was not far from the truth after all.

It was a Paladin Mecha-Tank, not even yet a prototype, it had previously existed only in blueprints in the Future Industries R&D division. Yet the monstrous behemoth of metal towering three stories high in front of them was no mere blueprint, it was terribly real, and terribly dangerous. It smashed through the wall of the warehouse like it was cardboard, and not it was coming after the girls. It moved with remarkable grace and speed for something so big.

And at its controls was the terrorist criminal mastermind, Roman Torchwick.

"Whoohohohahaha!" he cried, gleefully pressing switches and pulling levers.

Fireballs splashed harmlessly against the steel of the Paladin's frame as Yang laid down cover-fire for her teammates, who ducked down an alleyway as fast as their legs could carry them. The Mecha-Tank gave pursuit, effortlessly following with heavy clanking steps down the narrow road. A flicker of flame appeared underneath its right arm, and then moments later a rush of fire erupted from its built-in flamethrower, nearly roasting Weiss. Yang shifted into the line of fire and batted it aside harmlessly, but Torchwick's pursuit was relentless. And unlike the four girls, who would eventually tire, the Paladin's built-in power core would take hours before it ran out of juice. In short, it was an impossible opponent. More durable than a tank, better armed than a warship, and with far greater speed than than its size would have indicated.

Alas, its agility was slightly less than that of a trained bender, and when it followed Weiss and Ruby along the edge of the aqueducts, Blake threw up her arms, raising a mound of stone in the Paladin's path, knocking its balance off. It might have recovered, so she gave another kick downwards and a sliding rock underneath its rear foot to further throw it off, sending the towering behemoth of steel tumbling down into the empty aqueducts below, where it rolled effortlessly back to its metal feet.

"That... wasn't... **NICE**...!" Roman growled, checking his sights and lining up the girls in them.

But the four of them weren't afraid any longer. They'd seen how the Paladin (and Roman) fought, and now that they were off the streets, they intended to take him down.

* * *

 **Authors Notes:  
** Cabbage Guy and Noodle Man seem to have similar luck in their respective series. That is, all of it bad. Naturally, they were merged into one character. Cabbage Cookies are apparently a real treat the former tried marketing in the Avatar comics (specifically, _The Rift_ ).

Originally the fight with the Paladin Mecha-Tank was only going to fit in one chapter, but it eventually grew to such size that it had to be split into this and the next one.

Unfortunately, I've suffered a recent HD failure, as well as a great chunk of the Legend of Ruby. Chapter five is mostly safe, but the rest may or may not be recoverable. I really hope it is, else I may not have the will to continue this story.


	5. No Good Deed

"Alright, we ready for this?" asked Ruby.

"No time like the present, I suppose," Blake said with some trepidation. "Let's do this."

"YEAH!" cheered Yang, anxious to lay down the hurt.

Weiss nodded. Time to see just how good they really were.

The sibling duo called out the name of their first joint attack. "Thunderstorm!"

Ruby spun her arms around in a circular motion as Yang launched a fireball directly at her. Using her momentum and timing it perfectly, Ruby picked up the ball of fire and bounced it off of her at the Paladin's blind spot, catching it off-guard. The damage done was negligible, but it was a start.

The Paladin moved to switch targets, firing a flurry of shuriken from a compartment underneath its left palm. Ruby effortlessly backflipped out of harm's way, already calling out the next team move.

"Mudslide!"

Weiss and Blake flung themselves forward, throwing concentrated bursts of water and a long string of rocks in quick succession, forcing back the Paladin mecha-tank. They slid along the shifting ground and a crescent of frozen water in wide arcs around the sides of the machine, moving with a fluid grace that kept them from remaining stationary for too long. Thus, they were harder to properly target for the Paladin.

Torchwick, however, was done playing nice, and brought both arms of the Mecha-Tank together, clapping fists together, and slammed them down into the ground with a mighty heave. The impact was like a miniature explosion, making the whole earth seem to shake, and knocking both Blake and Weiss off their feet. Further back, Yang and Ruby stumbled, but were not as badly shaken by the attack. The Paladin was packing some serious force to make a miniature earthquake like that. If one of them got in the way of its steel fists, there wouldn't be enough left of them to fill an urn.

"Okay, time for a new tactic... Sandstorm!"

It was Ruby and Blake's turn, the latter crushing up rocks and rubble into a fine dust while Ruby whipped up a mighty whirlwind, raising up the sand and dust to form an impressive dust devil. The ensuing sandstorm quickly blinded the Paladin and disabled its targeting sensors, forcing its pilot to fire blindly in any direction he could.

He managed to hit a grand total of absolutely nothing. Though he did cause more than his fair share of property damage for his trouble.

Team RWBY, meanwhile, regrouped on the other side of the dust storm.

"What now?" asked Weiss.

"We need to hit it with our strongest attack," the young airbender replied. She glanced at her sister, who was grinning in a way best described as vicious.

"You mean...?"

"Yeah... Volcano!"

Yang nodded and tensed her legs as Blake struck the ground with her foot, propelling the earth upwards and launching her partner high up into the air.

Meanwhile, Roman had managed to stumble free of the localized sandstorm and was locking the girls in his sights again. Upon spotting their tactic, however, he altered his own, keeping his sights on Yang as she started to slow her ascent. The Paladin shifted slightly, preparing to move as the cockpit and its weaponry angled upwards.

"He's going to dodge!"

"Yang can't change her trajectory in mid-air!" Blake stated. Well, she could to a degree or two, but not that quickly and not by that great of a margin. If the Paladin dodged, all she'd hit would be the ground. "We have to slow it down!"

"And how do you propose we do that?!"

The answer came to Ruby immediately. "Blizzard!"

Nodding, Weiss swung up her arms, drawing moisture from her waterskins and freezing them in a particular fashion to create not ice, but snow. Ruby then collected the snow as she danced across the ground, throwing up her hands and unleashing a miniature snowstorm on the Paladin, battering it with cold winds and letting the snow impact against its joints, freezing it solid and slowing it down.

Within, Roman cursed, yanking on levers and smashing his fist down on buttons, trying to get the cursed thing to move. But it was far too late for that.

Finally letting gravity claim her, the firebending blonde came speeding towards the ground with the force of a meteorite, the hot blaze of her feet and hands now rocketing her towards her target. Yang filled her palms with fire and flung herself forward mid-fall, spinning in the air like a disk of destruction before she smashed right into the Paladin. Already weakened by frozen metal plates, what remained of the war machine was quickly shattered to pieces, and Roman was sent flying. To his credit, he managed to roll in time with what remained of his seat and smoothly slid to his feet seconds after what remained of the Paladin had crumpled to the ground all around him. He grimaced as he dusted off his suit.

"I just washed this thing," he grumbled.

The four girls of Team RWBY took up bending stances again as Roman designed to finally take notice of them, tugging off his fogged goggles and snapping them against his forehead up to get a better view. Four against one were NOT good odds. Non-challantly, he tipped a non-existent cap to them, conceding they had indeed won the day.

"Well, ladies... Ice Princess..."

"Hey!"

"... it's been fun but I really have to be going."

"You're not going anywhere, bucko!" Yang said, charging forward and hurling a fireball punch at Roman's smug face.

Before it could hit, however, something came cartwheeling out of the nearby alleyway, intercepting with a spinning kick that knocked the fireball out of the air and harmlessly dissipated it against the ground. Team RWBY skidded to a stop as they beheld their new opponent.

It was a girl, maybe a year or two younger than they were, and smaller than Ruby by an inch or two. Petite and delicate, she didn't look like she could be any sort of threat to almost anybody, but there was something about her that radiated menace and danger. Her hair was split colors of pale white on one side and dark brown on the other, drawn back into a striped braid down her back. But what was really curious were her eyes. One was a pale pink, the other was a light brown. If her appearance was odd, her outfit was positively bizarre. It looked like some sort of pink shirt that ended above her navel and a matching frilled skirt. Both had darker stripes of red. It looked like the sort of thing you'd see a circus performer wearing.

She gave a little mocking smile and tip of her head to the girls of Team RWBY.

After the initial shock wore off, Yang was once again in motion, a blur of crimson and blonde as she swung her flaming fists at the pink girl. Another spin and a parry harmlessly knocked the fire aside, dissipating it. The material of her outfit must have been fireproof, and combined with the spin had deflected Yang's fire attack harmlessly. Not content to be shown up by a smug little circus freak, Yang charged forward, fist cocked. The pink-haired girl deftly spun, dodging the block and slamming her dainty little fists into Yang's upper arm and shoulder, knuckles impacting her pressure points and sealing off her chi.

"Take care, ladies!" Roman said as he took off. "Neo, let's be on our way."

The pink-clad girl followed, back-flipping over one last punch of Yang's and all but flying back into the alleyway after her ally. Yang threw a punch at their retreating backs, but there was nothing. No burst of fire, no flicker of flame, not even a spark. It felt a little warm but that was it.

"I...! I can't bend!" Yang exclaimed, throwing another punch, then a kick. Nothing. "I can't bend! What the hell?!"

"She's a chi-blocker," Blake realized, swiftly moving to the blonde bruiser's side. "She cuts off the flow of chi in the body and thus negates any and all bending you can do. I didn't think anyone still practiced the art."

"We have to go after them!" Weiss proclaimed. "They're getting away."

Ruby swung out an arm to gently block her, cloak billowing about her shoulders. Blake likewise quickly caught Yang by the shoulder. "No, let them go... we don't know if there are more of them. We stopped the mecha, Roman's plans are derailed... let's just go home."

Sighing, Yang had to agree her little sis was right, and allowed Blake to draw her away. The foursome of Team RWBY retreated from the wreckage of battlefield and back towards Beacon Academy and their dorm room. After the events of tonight, they were determined to get a lot of sleep.

Besides, they had a test in the morning.

* * *

Fortunately, with some rest, they all managed to pass their tests on Friday, leaving them with an early escape from classes and the beginning of a peaceful weekend. At least, it would have been peaceful, if not for the fact that a police report had been filed, and the very next morning Glynda and some of the other staff had been banging on their door demanding answers about the altercation.

It seemed the police were pleased with their work, if not in capturing Torchwick, then at least preventing him from getting away completely scot free. They had to make a statement, including everything they'd witnessed, and though the officers were not pleased they snuck onto private property, given there was probably cause and two captured members of Torchwick's gang in custody, they decided to leave the matter solely with the company itself.

Even Future Industries, who by rights should have been ticked their experimental Paladin prototype had been destroyed, placed the blame squarely with Torchwick. In fact, the owner of the company had asked to meet with them.

* * *

So they found themselves on Sunday morning outside the manor of the Future Industries president and CEO, easily one of the largest buildings in all of Vale. There they met the owner of Future Industries, a Mister Polendina. A middle aged man with hair that had gone prematurely white, he nonetheless looked more of a jolly old sort than cantankerous, a smile on his face only partially hidden by his full white beard. He sported the latest fashionable suit, which looked like it cost almost more than the contents of one of Weiss's suitcases. Maybe even two. He introduced himself with a handshake for each of Team RWBY, insisted upon being called by his first name, the much less intimidating 'Geppeto.'

Also meeting with them was the daughter of Geppetto Polendina, a slim girl about Ruby's age with bright red hair and the cutest little freckles. Her eyes were almost impossibly big and bright, shining with the sort of innocence only young children still had, and greener than a pair of emeralds. Unlike her father, decked out in the latest fashionable business suit, or the dress they'd probably expect from a wealthy heiress, Penny was wearing something much more practical. A white jumpsuit with a few patches of gray, and with a brilliant emerald lining that matched her eyes. It came complete with gloves and boots, and looked both practical and comfortable.

She was just exiting the nearby car when her foot caught on the frame, and she stumbled and fell almost flat on her face as the girls of Team RWBY watched. Her father grimaced at her fall.

"Oh dear," murmured Geppeto, not sounding terribly surprised.

He seemed about ready to go help his daughter to her feet, but a blur of red intercepted her, as Ruby's cloak whipped around her narrow shoulders. Penny smiled up at her gratefully.

"Salutations! It's a pleasure to meet you."

"This is my daughter, Penny," Geppetto informed them.

"I'm sorry, I guess I'm a little clumsy," she said. She took Ruby's hand and helped herself to her feet.

"No problem, friend," Ruby replied, shaking her hand.

A shake that stretched on for a long moment... then just... failed to end. Ruby blinked, trying to tug her hand back, but found herself quite unable to. Penny had latched on and was not letting go, her fingers like unbending iron as Ruby lifted her gaze. Silver eyes met emerald as the latter posed a question as if it was the most important in the universe.

"Am I... really your friend?" asked Penny. "Are we... friends?"

"Uhm... yes?" Ruby replied somewhat nervously.

"That's... wonderful...!"

"Seems we're thanking you girls a lot," Geppeto said, interrupting them gently. "I can't tell you how grateful we are for everything you've done. I think it should go without saying but if you ever need anything, look no further than myself."

"And me," Penny added quickly. "Both of us."

He chuckled at that. "Yes, both of us."

Weiss bowed in the traditional fashion. "We are deeply honored by your offer, Mist-... er... Geppetto."

He gave a grand laugh at that. "Really, it's my pleasure," he said. "I know the power of a selfless act. And you've already done yours for me. Now, the ball is in my court. So, simply anything at al-..."

"Sir?" One of his aids held up a fob watch in his hands, indicating the time.

His expression instantly shifted from kindly grandfather to serious businessman. "Of course, I'll be right there. I'm sorry, Penny. I need to see to the construction... we're ah, renovating the west wing," he explained hastily. "I'll see you later at the share holders meeting. You have some fun with your new friends now."

Father and daughter bid each other a farewell as the elder Polendina slipped into their company car and was driven to his next destination. The men in suits with him, bodyguards no doubt, departed as well. Leaving Penny behind with her newfound friends. A single other girl watched quietly from nearby, on the company payroll, but kept her distance so Penny could interact without restriction.

"So are you new in Vale?" Penny asked.

"Uh, yeah. We just got here, all of us," Ruby replied. "We come from all over the world to study at Beacon Academy."

"That's amazing. But if you want to know your way around the city, I know some of the best places in town. I've lived here my whole life."

"I've never been anywhere but home before Vale," Ruby remarked. "Yang has though, she was born in a Fire Nation colony before she and dad moved to the village where I was born. Yang had lots of friends there growing up."

"Some of them even came with us to Beacon," Yang remarked casually. "But we don't spend as much time together as we used to. Ahh... such is life."

"That sounds absolutely wonderful. I don't... I don't get to make many friends," she lamented.

Ruby's heart skipped a beat. How could it not? "Well, I'll be your friend," she affirmed. "Everybody needs at least one."

A smile finally spread across Penny's features, highlighting the freckles on her cheeks and the brightness of her teeth. Expensive business must have meant only the finest in dental care. But she was happy evidently, and Ruby found herself smiling in turn.

"Hey, do you want to see something really cool?"

"Uh, actually, I think that- WHOA!" Ruby managed to get out before Penny grabbed her wrist and yanked her along, carrying her with surprising strength for her slender frame. Then again, maybe the airbender was just exceptionally light, for she flapped in the breeze like a banner as Penny dragged her around back of the mansion where the well-maintained gardens gave way to pavement and cement. A figure eight racing course dominated the field, and as Ruby watched, a pair of bright white and red vehicles went racing past, kicking up dust and making a roar that would frighten off some lesser Grimm.

"This is where Future Industries test drives all their vehicles," Penny said, as the two vehicles raced past again on another lap. "Especially the race cars."

"Amazing," murmured Weiss, having finally caught up with the two of them. Yang and Blake weren't far behind. The red car completed another lap, speeding past them with a great 'vrroooom' of power. You could almost feel it standing up on the hill.

"Just how fast do those go?" asked Ruby curiously.

Penny's smile got, if possible, wider still. "Would you like to see?"

* * *

Well, after an invitation like that, it would hardly be polite to refuse now, would it?

Thus, Ruby found herself strapped down into the experimental vehicle, settled into Penny's lap and doing her best not to be in the way. A helmet had been fitted over her head to protect her valuable noggin should they come to a crash, and some goggles had been provided to protect her eyes from the whipping winds. Penny snapped on her own pair before grabbing the throttle.

Beside them, another racer in a dark green suit, with short orange hair, settled into another car beside them. The deer antlers resting on either side of her custom helmet marked her as a faunus. She looked about Penny's age, that was to say school age for Beacon, but didn't seem to be a bender. Not that such a thing would help Ruby much now, as she held on for dear life as the flag was dropped.

Penny all but stomped on the accelerator like she had a lead foot, and they were off in seconds.

"Woohoo! Go Penny and Ruby!"

"Go Penny! Go Ruby!"

"YEAH!"

"Bring home the gold!"

Teammates cheering, Ruby soon lost all sense of where she was and what she was doing in favor of focussing on the pure speed of it all. Even her air scooter had never gone this fast before. The wind whipped over her body as the vehicle shook all around her, only slightly muted by the body of Penny shielding her from the worst of it. Even so, it was insane, it was like viewing the world through a tunnel lens, the only focus being the other end. The finish line further down the track, moving closer and closer with each passing second.

Suddenly the other car zoomed in front of them, cutting of Penny and Ruby, forcing them to swerve sharply to keep up, putting them on the very edge of the track. Ruby grit her teeth as she felt them chatter in her mouth, the whole vehicle shaking underneath the two girls. Penny, however, was not concerned. If anything, she grinned gleefully as she switched gears and pressed down on the brake and accelerator at just the right times, turning their own vehicle into next curve and out-flanking the first car, speeding past it with seconds to spare as they zipped past the finish line, a full nose ahead of the other guy.

"WOOHOO!" Ruby cheered, throwing up her arms.

Her driver let up on the accelerator and brought their car into the pit stop, easing them into a gentle stop. Ruby was in motion in seconds, numbly pulling off her helmet and shaking her head as she all but tumbled out of the car.

"That! Was! A-MAZ-ING!" Ruby gushed, waving her arms and talking a mile a minute. "You were, like, whoosh and then that corner and-! And then that spin out and the-! The-! The thing you did! Wowee! That was so cool!"

Shrugging off her own helmet, Penny gave a sigh. "Thank you, Ruby. I'm so glad you had fun."

"Darn right I did! You are the best friend ever!"

The smile the redhead gave seemed happy tinged with just a bit of sadness, and her eyes were moist with unshed tears. "Thank you. But you're a much better friend than I am, Ruby. I mean, you saved my dad's company before you even met us. You're a real hero."

"I'm sure you would've done the same for me if you'd had a chance," the dark-haired girl replied. Her friends were rapidly jogging down to join them.

"Not really. I mean, I don't even know how to fight."

"You don't?"

"Well, I know some martial arts but it's only for self-defense. I'm not a bender like you, Ruby," she replied, lowering her gaze. "I can't be a hero in the way you can."

"That's not true. There's lots of ways to be a hero. You just need to find which way is best for you. How you can be a hero."

"Ruby!" Weiss called. "We need to get going! We're going to be late for class! Again!"

"Coming!" called Ruby over her shoulder. Then, impulsively, reached out and hugged Penny. "I'll see you soon, okay, Penny? Take care until then!"

She threw down a gust of wind and hopped on, speeding off on the air scooter to rejoin her team. Never noticing that back by the pit, her new friend was staring silently after her. She was rooted in the spot, watching the red cloak of her first friend vanish over the hillside like a rose petal.

Penny was still in that spot when a young woman approached her, a dark-skinned beauty in a lovely dress that looked most out of place on the race-track, a shade of cream with highlights of blue. An antique pocket-watch was in her hands as she checked the time, then tucked into the blue sash at her slender waist. It was Ciel Soliel, the assistant her father had assigned to Penny to make sure she kept track of her schedule. She was very excellent at keeping the time, as most evidenced by her polite clearing of her throat to get Penny's attention.

"Miss Polendina? You and your father are due at a meeting with the share holders in just under an hour. We should get you freshened up and changed."

Penny blinked, nodding absent-mindedly at Ciel as the two girls started to make their way to the mansion. She did indeed need to change, her clothes were stained in sweat, oil and grease, and she was pretty sure her hair was a fright. But she barely paid any attention as she stripped down and showered and dressed and applied her make-up. Ciel would be picking out something professional for her to wear, but she wasn't even thinking about that. Her mind was a million miles away as she let her body go to autopilot, going through the motions of her boring, familiar life.

Meanwhile, the beginnings of an idea were turning in her head, like the gears of a great clockwork machine all winding and wheeling in unison.

* * *

While Ruby and her team were being congratulated by the police and Future Industries, Roman Torchwick, the number one criminal mastermind of Vale, had retreated back into the shadows to plan his next move. His accomodations were, sadly, not exactly the posh hotels of Vale, but a run down locale that was barely a step up from his prison accomodations. In fact, the building had once been a police station, before the force had moved further downtown and the building had been condemned. Thanks to some clever paperwork misfiling, it was scheduled to be reduced to rubble... half a century from now.

So in the meantime, it was a sturdy, unassailable, if dark and dank fortress.

Roman kicked open the door to the main hall, where crates lay scattered about. Normally, this would be where the police would have had their desks, but they had cleaned house almost completely by the time Torchwick had set up shop. Any furniture that adorned the space now was stolen and set up further down the hall in the police chief's office. Here, in the main area, they stored the fruits of their labor. The Paladin Mecha-Tank hadn't been a success, but that was just one of their many criminal activities. Here, they had a grand collection of stolen merchandise.

Neo cartwheeled across the room, unfurling her parasol and draping it over her shoulder as she settled elegantly on a barrel, while Torchwick stomped in, all pretense of high society and class gone as he seethed with rage.

"So close... and we trip at the... frickin'... finish line... rrrrrggg..." he kicked over a crate, knocking off its lid and letting its contents roll across the floor. One of which rolled towards the master criminal, who caught it with his foot.

"... Neo, when the heck did we steal CABBAGES?!"

The multicolored girl idly shrugged, apparently having no idea. There must've been a mix-up.

"Oh great, just perfect... this really isn't my night..." Roman muttered, just hoping it would all be over soon.

He had no idea how wrong he was.

The doors to the station slammed open as a sudden gust of chill air howled into the abandoned station. Instinctively, Torchwick went for his electrified kali metal rod... then sighed and rested it on his shoulder as he saw who it was.

"... oh, it's just you guys..."

Emerald and Mercury stepped into the light first, standing on either side of the doorway's frame, their eyes flicking left and right as if to confirm Roman and Neo were alone. Seeing they were, they turned their attention to the doorway where their third member was. She strolled in with all the grace of a queen. She stood no taller than Emerald, but her presence seemed to encompass the length and breadth of the room, like an invisible aura of power. It helped she was wearing high heels of volcanic glass, which clinked against the floor when she walked in an oddly musical sort of sound. The rest of her slender, trim figure was wrapped in a red dress that reached only mid-thigh, decorated with ornate golden sigils and designs that brought to mind fire and beauty. She wore her dark hair long, with the bangs partially obscuring one side of her face, but leaving enough of it visible that the red eye emblem in the middle of her forehead was quite visible.

Cinder Fall. The leader of their little outfit. Torchwick was a criminal mastermind and obstensibly their face, but this was the person to whom he answered to. Much as he loathed it.

"Wasn't expecting to see you here so soon," he admitted. "Look, I know we've had a bit of a hiccup with the Mecha-Tank..."

"I expect to see better in the coming months," she said calmly. "We only have limited time to prepare."

"You know it might help if I knew a bit more about the nature of this plan," he replied, greatly daring. But he was getting sick of feeling scared around her and some of his natural bravado leaked through. "You promised a new beginning. More opportunity for honest thieves like myself without benders getting in our way."

"And I intend to deliver," she replied. "But you also promised you could break down the barriers protecting the city and leave it vulnerable at the most critical of moments."

"The last shipment wasn't as big as we were hoping for," Roman conceded. "But there are others, and we still have time..."

She interrupted him with a raised finger, instantly cutting him off.

"I've decided to bring in some extra muscle to compliment you."

Roman raised an eyebrow, glancing left and right subtly, but saw no one there except Cinder. "And who would that be?" he inquired. "I thought the kids and you had to be at the academy, how...?"

There was a flurry of movement. Not from the sides, or even the back, as he'd expected. From above.

They wore dark robes, forest green in color, looking almost black in the absent of light. Long sleeves hid their hands from view, and each wore a conical hat atop of their head. Tipped forward, it obscured the upper part of their faces, leaving only their mouths and chins visible. Torchwick recoiled, instantly reaching for his electro-cane. He recognized these uniforms.

These were _Dai Li_.

Torchwick's eyes narrowed to dangerous slits. _Earthbender scum_ , he thought, but refrained from voicing his thoughts aloud. One, he didn't need to seem prejudiced when he was surrounded by very professional, very deadly earthbenders, and two, he knew well enough to know Cinder wasn't asking him for permission to utilize them.

She was telling him.

Once the remainder of his men had dropped down to surround them, their leader deigned to make an appearance, dropping down right beside Cinder in a three-point landing before smoothly rising to his feet. He was a taller man, towering over her, wearing largely the same clothes as his counterparts. His, however, were of a much richer cut and fabric. And the tassel hanging from his conical hat was a brilliant shade of scarlet, marking him as someone of importance. Otherwise, he looked no more or less different than the rest of them. His upper face was hidden by the shadows of his conical hat, but what could be seen showed an angular jaw and smooth, clean-shaven chin. A pretty boy, if Torchwick were to take a guess.

Cinder indicated him with a gesture. "This is Adam Taurus. Head of the Dai Li. I'm sure you two will make wonderful friends," she cooed, her voice practically dripping with sarcasm.

* * *

 **Authors Notes:  
** Almost from the start, Neo was envisioned as a chi-blocker, thanks in no small part to how effortlessly she contends against straight-forward brawlers like Yang. Her pink coloration helped a great deal in that regard. Meanwhile, I had almost no idea what to do with Penny, but ultimately settled on making her an 'Asami' of the story. A non-bender with gadgets and driving to make up for her lack of other combat skills. Oh, and completely human of course.

Yes, that's a "Deer-y" cameo. I wanted someone familiar in the opposite car who wasn't part of an ensemble team for later.

Dai Li was also an outfit choice I briefly toyed with for Blake, since it had more black in it than a Kyoshi's green. But once I settled on her look, making Adam a Dai Li was the perfect natual counter for her. It helps Avatar Kyoshi had a hand in creating both looks in the Avatar series.


	6. Prejudice and Pride

Some time passed, and classes continued on as they always did. While they wanted to continue to search for Torchwick and bring him to justice, Team RWBY was just as busy studying for their courses as they were studying their respective elements. Beacon was a school, and they were students.

Today's lesson, however, was not something you found in an everyday classroom.

"Step lively now, students," Oobleck called out. "Everyone try and keep up."

Ducking under a tree branch, Ruby pumped her short legs to keep up with the group. They were going at a reasonably sedated pace, but the forest was covered in fallen branches and big rocks. The older, longer-legged students more easily maneuvered around the foliage, forcing Ruby to exert herself a greater deal just to keep up.

But it was totally worth it. The forest was absolutely beautiful. Lush foliage was red with the color of late autumn, vibrant as the rays of the setting sun.

Ruby did her best to keep up with her team, who were chatting away amicably with the members of JNPR, who were sharing this course with them. Both teams were giving a wide berth to the bullies in CRDL, who were stomping through the underbrush with enough noise to rival a pack of komodo-rhinos.

Finally, rounding out their expedition were some upperclassmen in Team CFVY. They were there at the behest of Professor Oobleck to keep watch on the younger students.

As they walked along, the red of the leaves gradually become dimmer and darker. Dingier and dirtier. Like the color was being leeched out of it. The trees were likewise darker, the bark black, the roots and branches gnarled like great claws. The air seemed heavier too, thick with malice, and the sounds of the woodland creatures died away slowly until the only sound was the crunch of students feet on the earthen floor of the forest. Ruby felt a chill crawl up her spine, and resisted the urge to rub her arms as she retreated deeper into the safety of her red cloak.

Up near the front of their procession, Professor Oobleck didn't seem nearly so bothered. He was in as high spirits as ever. "Now students, you may be noticing an odd feeling coming over you. Perhaps a tingle down across your palms? Perhaps the hair raising on the back of your neck? It's nothing to feel ashamed about. In fact, it is the very reason we are here."

"It is?" asked Jaune.

"It most certainly is, Mister Arc. So I do hope you were all paying attention in class... do tell, who thinks they know just what is causing this... great decay?" the older airbender inquired, tugging on a tree branch for emphasis before letting it go. Leaves drifted down around his feet as he walked past.

"Is it Grimm?" asked Ruby, waving a hand excitedly.

The good professor smiled at her enthusiasm. "No, Miss Rose, I'm afraid the Grimm in this region are of the sparse variety, only lone Beowolves and the occasional Boarbatusk, nothing significant enough to cause damage like this."

"Surely it's not humans responsible for this," said Weiss, unable to offer up another theory.

"... well, you are partways right," Oobleck conceded. "The human presence in the region was limited for the longest time until a logging company downrange made some forays into these woods. The edges of which were badly damaged by over-logging until the Earth Empire put a stop to it. However, that is the cause _of the cause_ , so to speak. Humans are not _trying_ to ruin these woods and have no direct involvement on this... decay. Something is reacting to the negativity and ruin and is destroying this forest as a result of it."

"Is it faunus? Maybe the animals don't like sharing space with other animals," Cardin said, guffawing loudly afterwards as if he'd made a grand joke.

His teammates chuckled along with him, but nobody else was even remotely amused. Velvet, in particular, just glared in his direction.

Oobleck was not pleased either. "I believe I made myself quite clear, Mister Winchester. No direct _human_ involvement in this situation. And I think you will find it fascinating to know, students, that many faunus are actually quite at home in the wilderness. They are able to move about with such remarkable grace and so little sound that many, animals and regular humans alike, have no idea they are there."

"Unless they want to be known," Blake said.

Having said it just behind Cardin's shoulder, having all but suddenly appeared there, she gave the bigger boy quite the start as she strolled past him to rejoin her team. Cardin glared after her.

"So, no, it is not the faunus," Oobleck said. "Can no one guess?"

"If it's not Grimm, and it's not humans, and it's not faunus..." Ruby counted on her fingers while Ren watched her in some bemusement. "That leaves..."

Realization hit for several of them, seemingly all at once.

"It's dark spirits, isn't it?" Blake realized.

Oobleck inclined his head, adjusting his glasses a moment later. "You are correct, Miss Belladonna."

"Suh-weeet," said a grinning Yang, punching a fist into her open palm. "After trashing a Paladin, spirits should be no problem to fight."

"We are not here to fight them," Oobleck called out, not even bothering to glance back her way.

His words, however, brought her to a grinding halt. Along with half the class.

"Whaddya mean not fight them?" asked Cardin. "What's the point of being out here if it's not to wipe them out?"

By now, they'd reached a grove in what was the very center of the forest, though they had no way of knowing that. They'd arrived at their destination.

"Spirits are a part of this world," their green-haired professor said, turning to face them. His expression was grave, and his words most serious. Light reflected off of his ever-present spectacles. "Moreover, they cannot simply _be_ destroyed. Violence _may_ drive them off for a time... but it cannot destroy them. Nor would we wish it to. We are here to pacify them, and return them to the light."

"How are we going to do that?" asked Blake curiously.

"By meditating," Oobleck replied, pushing his glasses back up the bridge of his nose.

His words were immediately met by groans, most prominently from Team CRDL. "Meditating," he repeated, "Is going to allow us to channel a more positive energy into the forests and placate the spirits, allowing them to revert from darkness to light. A positive attitude is more than simply a good thing to have in your studies and your work. Out here, it can spell the difference between life and death."

Muttered grumbling met his explanation, but when nobody openly challenged his teaching, Professor Oobleck went on. "Now I want you all to find a suitable place nearby to meditate, somewhere that you feel most comfortable. Given your different temperaments and elements, you may find different places speak to you more. I understand there's a waterfall nearby that waterbenders tend to favor, though others have found it soothing. I will remain here at the center of the forest, and Team Coffee is here to ensure no one wanders too far," he indicated the older students, who nodded. "If anyone encounters hostile dark spirits you would do well NOT to fight them. If attempts to pacify them fail, there is no shame in returning to find me or one of the older students."

"Now then, off you go. Step lively, students."

Although intent to break down into their usual four-man teams, the idea of finding somewhere peaceful and conducive to meditation differed from individual to individual, and thus almost all of them wound up heading in different directions in the forest. For some, it was a waterfall and stream it led to. For others, it was a stretch of bare earth just beyond the grove. For still others, it was amongst the trees, high up in the branches, where the breeze could be seen rustling the leaves, and the setting sun on the horizon could be felt on the skin. No two students had the same spot, but each took up the appropriate position once centered. Legs tucked beneath them, hands resting on their knees, eyes closed and heads bent forward. Their minds and souls open to the spiritual world around them.

At least, for most of them, this was the case.

Jaune, finding the mentioned waterfall to be a little too noisy to properly center himself, stepped past a meditative Ren and tried another path deeper into the woods. Before he could find a suitable place, however, he paused as he spotted something. A few stray wisps of light drifting across the path in front of him. He might have dismissed them as errant sunbeams, but they were colorful, like little-rainbowed puffballs, and one seemed to pause before moving on, drifting closer to Jaune's nose before winking out of existence.

 _Spirits_ , he realized. _Not dark ones_.

He breathed out a sigh of relief he hadn't realized he'd been holding in. He turned around...

... and smacked fully into an iron breastplate with a phoenix logo stretched across it. Jaune impacted with such speed and force he bounced off the immovable object and went sprawling flat on his back on the ground. Peering up, he saw to his great misfortune he'd smacked right into Cardin Winchester.

And he did not look pleased.

"Well well, what have we here boys? Good ol' Jauney-boy."

"Uh, sorry about that Cardin," Jaune said, trying to get back to his feet. To his surprise, Cardin grabbed his shoulder and helped yank him up, though none-too-gently.

"Why don't you come with us, huh?"

* * *

With Sky on one side and Dove on the other, Jaune wasn't really given much of a choice, forced to follow the CRDL team up the side of a hill and around a wide sweep of the area, maneuvering amongst dead and dark trees and under claw-like branches to an outcropping near the river. Russel Thrush, the young airbender of Team CRDL, was already there, beckoning the rest of them to join. Cardin dropped down onto his belly by the over-reach, beckoning Jaune to crawl up and join him. Reluctantly, the blonde waterbender did, peering over the side of the hill at what they'd found.

Below, in the shadow of some dark trees, was Velvet, the bunny-eared faunus who was Team CFVY's waterbender. And who was that with her? Jaune shifted, raising his head as high as he dared for a better look. When the figure moved, the light caught on a familiar green dress and warpaint. It was Blake, Team RWBY's earthbender and member of the Kyoshi Warriors. Jaune couldn't quite make out what they were saying, but what were they doing meeting like this anyway? And why so far away from everybody else, including their own teams?

"What...?" he started to ask.

"Shhh... check it out," Russel replied, pointing.

Peering more closely, Jaune saw something. He couldn't read lips, but thanks to Glynda'e lessons on bending he could read body language. Blake was tense and... was she even distraught, perhaps? Definitely worried. She kept looking around like something was watching them. And it wasn't Team CRDL giving her the spooks either. This whole forest was full of malevolence, Jaune didn't need to be spiritually attuned to sense that.

But what was...?

As he watched, Blake reached up to the ever-present green bow atop of her head and tugged it down. Curious, he leaned in for a better look. It seemed she had a second one on underneath it, a pair of black triangular... wait a minute...

Did that bow just... twitch?

 _Those were cat ears_ , Jaune realized. Blake was a faunus.

"... huh," was all Jaune managed to say. In the background, Sky and Dove exchanged a look, then the latter slapped some money into the former's palm, evidently fulfilling his part of a bet.

"I thought so," Cardin said, eyes narrowing in disgust. "Of course, who else would be best buds with a faunus except another one? And that stupid cat has the gall to make _me_ look stupid?"

 _Like you need the help_ , Jaune thought, but wisely refrained from saying so out loud.

Cardin wasn't finished talking, but then again when did he NOT love to hear himself talk? "Well, good thing I've got just the trick for those filthy little faunus," he said, pulling a glass jar out of his armored breastplate and setting it down on the rock beside Jaune.

Inside were a dozen black insects with beady eyes and vibrant wings. Eight legs adorned each of their thoraxes, while their striped abdomens were each tipped with a razor sharp stinger nearly a full centimeter long. Jaune instinctively tried to back away, but Dove pushed him back forward, almost nose-to-nose with the jar and its buzzing occupants.

"I see you recognize our catch," Cardin said. "Spider-Wasps. Venomous, aggressive... kinda like these idiots," he chucked his thumb over his shoulder. Either playing along or too dumb to realize they'd been insulted, CRDL laughed it up. Jaune was far less amused. He was downright terrified at this point.

"Now we just need to lob them down the hill and run like hell," Cardin said.

Jaune's head whipped around so fast he might've broken his neck, eyes wider than dinner plates.

"You can't!" protested Jaune, only to be rewarded for his insolence with a rough shove. Dove or Sky, he wasn't sure which one, but the result was the same. Knocked onto his knees in front of Cardin.

The bigger boy crouched down in front of him, putting him on eye level with Jaune.

"Keep your voice down. And no, of course I can't... that'd be barbaric... that's why _you're_ gonna do it, Jaune-y boy..."

The jar was deposited in front of him, and even with the lid tightly sealed Jaune could hear the contents buzzing angrily within. They'd be mighty mad once released, and he wouldn't want to be anywhere near such a thing when it took place. And now Cardin was instructing him to throw them right into the midst of his fellow classmates. Just because they happened to be faunus.

"Look, Jaune-y, I like you... really, I do. I think you've even got potential to work with us... maybe as our go-getter boy, eh?" The other members of his team chuckled and snickered at that. "Think of this as your... initiation."

"Look, I don't..." he started to protest. Cardin cut him off.

"But if you don't do this... we've shoving you off the hill... then throwing it anyway. Think you can outrun spider-wasps with both your legs broken?"

Jaune reluctantly took the jar, holding it in his hands... nearly fumbling it for a moment before catching it, holding it tightly to his chest to prevent it falling. He couldn't do this. There was no way.

"Cardin..."

"Do it, Jaune-y boy. Or it's your head."

Reluctantly, the blonde waterbender lifted up the jar, holding it one hand... rearing back his arm to throw it... and hesitated.

His eyes scrunched tightly closed as he debated the pros and cons of his dilemma. Could he take Cardin and his cronies? Could he risk hurting Velvet and Blake? Was it worth it to save his own hide from pain and humiliation?

No. It wasn't.

"DO IT!"

"No!" Jaune said, and hurled the jar.

Thankfully, Cardin had the good sense to duck; else the jar might well have smashed him right in the face. As it was, it soared over a nearby hillside and plunked itself right down in the midst of a river. Inexplicably, it was not broken, but the way the rapids were picking up further downstream, it was only a matter of time before it did. Either way, the throw could not have been more perfect had Jaune planned it. Now his weapon of petty revenge was entirely beyond his reach.

Cardin was not pleased.

"That was not smart, Jauney-boy!" he said and threw a flaming punch. Jaune narrowly managed to dodge, falling backwards in the process. He barely managed to scramble to his feet before the taller brunette boy slammed into his gut with his armor-plated shoulder. Jaune was flung backwards by the sheer force of it, crashing down halfway over a rock, his upper body twisting as he fell into the river, halfway submerged in the river.

Grinning, Cardin strolled after him, intent to beat him worse than he ever had before for his insolence. He'd show Jaune his place, or else cook him alive. The rest of his team wouldn't say a thing, or else he'd do the same to them too. Out here, there was a small chance anybody would ever find the body, and if they did, well... they'd have no way to prove it was Jaune's if he roasted him alive.

"So... still think you're gonna tell me what's what? Huh, you little punk?"

Jaune rolled onto his backside, arms planted behind him as he glared up at Cardin from a seated position.

"I'm... _not_... doing it," Jaune stated, making sure to speak clearly and enunciated. He didn't want a chance of Cardin misreading him.

Fat chance of that. The armored ape grabbed the front of Jaune's clothes and yanked him up off his feet, putting the two boys eye-to-eye. "What, you think you're tough, Jauney-boy? Huh, is that it? You think you're tough?!"

Indeed, Jaune didn't think he had a snowball's chance in an inferno of winning. However, while the two boys had been struggling, Ruby, Weiss, and Pyrrha had arrived. While at first appalled to see their fellow students fighting, none were about to break it up or go for Professor Oobleck. Instead, they held position on the sidelines and cast a wary glance over at the rest of Cardin's team, who were also staying away. Thus, Cardin had been deprived of much of his backup muscle. In addition, unlike their earlier conflicts, usually held during class and thus during the middle of the day, the sun was just now starting to set on the horizon. Without the direct source of his firebending, Cardin's power was sapped. And Jaune's was only growing stronger as the moon started to creep over the opposite horizon.

Jaune felt power surging through him as he raised up his arms. The entire river surged behind him by his will like a veritable wall of water, and Cardin dropped him in shock. Russel looked ready to bolt forward and help their fearless leader, but a rapier of ice manifested in front of him, the tip pointed upwards underneath his chin.

"Ah ah ah..." whispered Weiss, her voice colder than her frozen weapon. "Let them hug it out."

Water slashed left, then right, weaving like a serpent as Jaune's arms fell into the familiar rhythm Glynda had been trying to drill into his head for the last month. By contrast, panic flooded Cardin as he did his best to throw wild punches and kicks, flames dissipating almost as soon as they formed before a massive water hose slammed into his gut and knocked him back against a nearby tree. He fell forward, barely catching himself on his hands and knees, and looked up just in time to see Jaune swinging his arms down, the water following, about to smash into him.

Blue eyes narrowed as Jaune flicked his wrists as the last minute, and the water splashed down beside Cardin instead. Not that it matter much, the Fire Nation boy was drenched almost to the bone and shivering inside of his armor. Jaune reached down and grabbed his breastplate, yanking him back to his feet. Perhaps subconsciously, he was mirroring their positions from before the fight, but with the roles reversed. When next he spoke, gone was his usual carefree tone, replaced by deadly seriousness.

"You leave my friends alone, Cardin," he said. "Or next time I finish this. Permanently."

He dropped Cardin like a rock and turned his back on him, walking back over to where the others are without even bothering to look back.

From that day on, Cardin and the rest of his team gave Jaune and the rest of Team JNPR a wide berth. And he never bullied them again.

* * *

Now that the fight was over, Ruby was more interested in finishing the lesson. The sooner they left this wood the better it would be for everyone. The chill feeling in the air was positively oppressive.

Perhaps sensing her discomfort, Weiss made her way to her side. "Everything alright?"

Nodding quickly, Ruby quickly said it was. "Just a nagging feeling... must be the dark spirits here."

"We haven't seen any yet... maybe the professor is just being paranoid?" Weiss suggested.

Shaking her head, Ruby quickly found herself disagreeing. "No, they're here... watching us. I can feel them. They're angry... and afraid."

"Afraid?"

"Afraid of _us_ ," Ruby clarified.

"I thought we were supposed to be afraid of _them_ ," Weiss said, glancing left and right, looking for signs of malevolence in the underbrush. "Not that I am, of course."

Ruby suddenly felt a chill, rubbing her arms and drawing her cloak more tightly around herself. "Something's wrong..." she said.

Weiss didn't see them, but Ruby did. Shadows. Flitting from the trees. Slithering across the ground like serpents and spiders. A dozen raced right under their legs before pooling in the center of the clearing. They were coming together like pieces of a greater design, manifesting itself as a great shadowy beast.

"Dark spirit..." she breathed.

It stood nearly a dozen feet tall, perhaps half as big as the Nevermore had been they'd defeated during Initiation, but much bulkier and more solidly built. It had disproportionately small legs holding up a massive frame, a broad chest and thin arms. Virtually no neck connected its head to its thick chest, from which a quartet of golden eyes peered out menacingly. The entire body seemed made of spiritual energy manifest, a dark substance that seemed nothing so much as living shadow. The dark spirit threw back its head and gave off a truly earth-shaking roar, making the very trees bend away from the force of its shout, and forcing Ruby and Weiss to clap their hands over their ears.

Weiss was quickest to recover, the Ice Princess going for the water pouch she always had at her side, uncapping the lid and drawing out its contents. She flung the water forward, about to strike the dark spirit with a water whip...

"Don't fight it!" Ruby said, slapping her arms down and causing the water whip to strike a tree, freezing it solid. "Remember what Oobleck said, we can't fight the dark spirits."

Another roar erupted from the beast's mouth as it turned on the two girls, slapping a heavy black tentacle between them. Ruby used a wind gust to push Weiss and herself away in opposite directions, dodging the limb as it struck the ground.

"Then how do you suggest we deal with it?!" Weiss demanded, unfreezing the ice and drawing it back into her waterskin.

"Uhm, uh...!" Ruby glanced around, looking for a solution. But none was forthcoming.

"Stay back!"

Yatsuhashi charged into the grove, throwing up a rocky wall from out of the ground to provide a barrier, protecting the younger students. It didn't slow the dark spirit down much, however. It slithered around the barrier like it was made of black water, effortlessly picking up the tall, dark-skinned boy and hurling him through the air. Yatsuhashi struck the ground hard, instantly unconscious. Growling, the dark spirit reared back its head as if intent to make a meal of the puny human.

More students had arrived at this point, not just CFVY, but the freshmen as well.

"I got this!" Jaune said, throwing his arms up and spinning around, slashing at the dark spirit with a water whip.

The shadowy beast grabbed hold of Jaune's ankle with a snaking black tentacle, hoisting him up into the air for his efforts. His own water whip splashed down harmlessly against his frame as he was hurled through the air.

"I don't got this!"

Thankfully, Pyrrha stomped her foot and rose up a wave of dirt to catch Jaune in mid-air. Fox and Velvet pulled the unconscious Yatsuhashi out of the line of fire as the other students kept running interference. The dark spirit's attention was divided, unable to focus on one individual bender before another struck it from the side. Yet all the violence was only strengthening its power, and its shadowy form continued to swell and grow as more tentacles of inky blackness erupted out of its back. It gave another massive roar as it reared back on its hind legs, nearly twice as big as it had been mere moments ago when it had first appeared.

"Well, this isn't working," Yang muttered.

Ren threw up his arms, showing he meant no harm, trying a different tactic. "Spirit!" he beseeched it. "We mean you no harm, why are you acting like this?! Tell us, and we will make ame-!"

His speech was cut off as a shadowy limb struck him in the midsection, sending him flying into a tree hard enough to crack the bark. With unnatural fluidity, the dark spirit pounced; baring a mouth full of far more teeth than any living creature had any right to have in its mouth.

"REN!"

Nora flung herself forward, conjuring up a great gout of fire in front of the dark spirit. It recoiled fearfully from the flame, and Nora held it up high with her hands, using it to shield herself and her teammate from danger.

 _Ding_.

Ruby's silver eyes lit up in realization.

"That's it... surround it! Brandish the elements to keep it contained! Just don't hit it! We can frighten it without hurting it!"

Seeing the beast about to retreat the way opposite of Nora's flame, Yang rolled across a log and clapped her palms together, spreading them apart with her own great flame between them. Like before, the dark spirit retreated from the fire. A third burst of flame erupted from the five fingertips of Coco as she strolled into the fray, tugging down her sunglasses and grinning at the dark spirit, daring it to do its worst. Subsequent attempts were blocked as the other students of Beacon herded it into the center of the clearing, using walls of rock and dirt and gentle pushes of air and water to keep it in place. It continued to roar, its shadowy form quivering as it pushed the edges of its confinement like a caged Beowolf, but for the moment was contained.

"Excellent work students... I'll take it from here."

All eyes turned to see the wild green mop atop of Professor Oobleck's come descending down to greet them, using a brief air gust to cushion his landing. "Now then... let's see about pacifying this spirit..."

His arms raised up in a slow, deliberate motion, heedless of the chaos all around as if he was back in Beacon proper just practicing his forms. But the result was immediate as the dark spirit seemed to calm, going from agitated and destructive to quiet within mere moments.

The air around the grove began to pick up in a gentle current. Not a powerful gust of wind, yet there was a quiet sort of strength behind it as it began to swirl around the dark spirit like a soft hurricane, stirring up the leaves and rustling clothes and hairs of every student present. Fires winked out and earthen barriers dropped as the students took a step back, watching as the dark spirit caught light. Within moments, its dark, tar-like flesh was turning into something more akin to a bright golden glow. Its face had even relaxed from a perpetual snarl into something more benign, even noble. It bowed its head as the light finished engulfing it... then burst apart into a million tiny spirit butterflies, which scattered to the four winds.

A few lingered by the students before passing on, brushing against their faces or settling into their hair before being chased off. Weiss and Blake, Ren and Velvet each found one vying for their attention before slipping away. A few more brushed against the cheeks of Jaune and Pyrrha before they sent them on their way with a pair of giggles. But truly interesting was the small cloud settled around the young form of Ruby Rose, who was so engulfed in light spirits her cloaked seemed momentarily to glow white instead of red.

Oobleck made a note of that.

Idly clearing his throat, he sent a gentle gust Ruby's way, scattering the remainder of the spirits and letting them wander on home. "All of you take heed of the accomplishments made today. Balance has been restored for the time being in this forest and with these spirits. It is a delicate thing, easily disrupted by deeds or individuals..." here he paused, glancing at Team CRDL, who had the good grace to look ashamed and contrite. "... who act without thought. Yet within both the spirits and ourselves is the potential to be greater than we are, and we all hold within us both the light and the dark. Remember that as you make your future choices. And remember that violence..."

He stretched out a hand, letting a light-colored butterfly spirit settle onto his palm.

"... isn't always the answer."

He sent off the spirit butterfly, watching it flit away into the night sky, lost amongst the myriad stars.

"Now... let's return to Beacon. We've returned these spirits home, now let's return to ours."

* * *

"Guys, there's something I have to tell you."

"Can it wait until morning?" asked Yang, flopping down lazily on her bunk, flat on her stomach.

"I... its kinda important," Blake said, nervously fidgeting. Once she was certain she had the full attention of the other three girls on Team RWBY, Blake reached up and removed her green ribbon, exposing the cat-like ears that marked her as a faunus for all the world to see.

"So... uhm..." she started to say. But they cut her off.

"... we know," they chorused.

Blake blinked bright golden eyes, the ears atop of her head twitching. "You... know?" she asked, puzzled.

"Of course we know you're a faunus," Yang replied. "What, do you think we're thick?"

"Only at the bustline," Weiss muttered, glancing enviously at her more endowed teammate. More loudly, she added, "We figured it out some time ago. But we didn't want to pressure you."

"It was your secret to reveal," said Ruby. "But we're glad you told us, Blake. Really, we don't mind you're a faunus. You're still just Blake to us. And we wouldn't have you any other way."

"That's not... that's only part of it," Blake explained, feeling mortified her secret had been so easily divined. "There's... more to it than that."

"Blake, when you're ready, you can tell us everything... but until then, we don't think any less of you."

The cat-eared faunus smiled, rubbing at her eyes as she felt hot tears threaten to ruin her warpaint. "You are the best," she said, quickly engulfing the other three girls into a warm hug.

* * *

 **Authors Notes:  
** At first the teacher for this lesson was going to be Glynda, like it is in RWBY canon. Plus watery spiritbending has been well-established in the Avatar series. After a while, however, it changed to Port to cut down on Glynda's time and ensure she didn't steal the spotlight. It rotated again to Oobleck for similar reasons. Port has a big scene coming up and I wanted to give all the teachers a chance to shine (but not overshadow the next generation).


	7. Triple Threat

"Well at least now we can focus on our real priority," Ruby said.

"Studying for perfect scores?" inquired Weiss. "There're a few forms I need to go over, I think I'm a few seconds off with my Shark-Squid Kata's third and fourth strikes..."

"What? No! Torchwick! He's still out there and we need to find him and catch him."

Blake shifted uncomfortably on her bed. "Maybe we need to leave Torchwick to the authorities?" she suggested tentatively. "Last time we got lucky but we could've easily been killed. We're only students, after all. Torchwick is a criminal mastermind."

"So we should just ignore him?" Yang retorted.

"We did the right thing stopping him when we ran into him by accident," the dark-haired girl replied. "I'm not saying that. I'm just saying that actively trying to hunt him down might be a bit much. The police can handle Torchwick."

Weiss snorted. "The police in Vale couldn't catch a cold."

"Agreed. This is on us," Yang said. "We know we can take him. Plus, it's personal."

"Personal for you and that girl."

"She got in a lucky shot. She won't be so lucky next time," Yang said, slapping a fist into her open palm. Her expression promising pain to the chi-blocker who'd pissed her off.

Reluctantly, Blake could see she was not drawing any support from her arguments, and that the rest of Team RWBY was firmly on the side of stopping Torchwick once and for all. "Alright... but if we do this... we do it to bring Torchwick in. We catch him, we turn him over to the authorities. We are not executioners. Deal?"

"Deal," the three other chorused. None of them wanted to be killers anyway.

"Okay then... what do we know? In order to track our prey... we need to know our prey," Blake said. Her golden eyes glinted in the light.

"We know he's not the working alone," Yang added, starting with the most obvious fact. "He had that... chi-blocker girl with him."

"That's right. What was her name again?"

"He called her Neo," replied Weiss. "Could be a made-up name though."

"Or a stage name," agreed Yang.

Ruby remembered one other critical piece of information, adding it to their list. "He wasn't alone when he raided the Future Industries compound either."

"What, those two goons? We made short work of them," Yang said with a grin. That part of the evening had been much more satisfying to her than losing to some colorful circus performer.

"No, no, the first time, when Professor Goodwitch caught him," Ruby said, arms waving rapidly. "When he got the jump on me down by the docks. He had a whole bunch of thieves with him then, all wearing gas masks and suits kinda like his."

"Gas masks?" asked Blake.

"Did they have any other characteristics you can remember?" Weiss added. "Anything on their clothes, the way they moved, did they speak at all... anything at all?"

"They definitely weren't benders," the young airbender said after a moment's thought, closing her eyes and trying to remember the event as clearly as she could. "They were good but they didn't move right. I don't think they were chi-blockers either. Or if they were they weren't very good. They were dressed in black, with... wait a minute, they had this emblem on their uniforms... not like the one Torchwick was wearing..."

Blake swiftly produced quill and parchment, and Ruby sat down at the desk as she drew the image in question, a single-sided axe.

"These... they had these in red on their uniforms. The look kinda like..."

"... axes," Yang said. "I recognize this symbol. It's from a Triad that operates out of Vale and some of the territories to the south."

"Where you grew up?"

"Near it," she replied ambivalently. "So these weren't rank amateurs Torchwick picked up for a quick job. This was professional muscle. So Torchwick must have Triad connections."

"What would Triads want with an enormous Mecha-Tank?" Ruby mused. "What's his end goal, you think?"

"If he stole the Paladin... it must be for a reason," agreed Weiss, rubbing her chin in thought. "Something larger scale than a heist, that was a war machine. He's planning to do some damage."

"Attacking the military?"

"Triads don't get involved in military matters," Blake said. "Not usually, at least... but there are those who want to destroy the governments of the world and would stop at nothing to do it. A Paladin Mecha-Tank, even a prototype, isn't anything to sneeze at if you're planning a revolution. And there have been rumors of unrest in the Earth Empire."

"What sort of rumors?"

"I haven't listened too closely," Blake admitted. "Kyoshi Warriors keep to our own little island, we're loyal to the Empire and the Empress, but we generally don't get involved in anything that doesn't directly affect us."

"So what you're saying is... we need to find out more information. Preferably from the criminal underworld."

"If nothing else they're sure to know what's worth having a Paladin Mecha-Tank around for," Weiss conceded. "But we need someone reliable. Criminal sorts can be dangerous. Or just rotten liars."

"Dangerous and knowledgeable," Yang mused, rubbing her chin in thought. She was starting to get more and more excited about this idea. Not just in capturing Torchwick, but getting in touch with the Triads. Though she'd been a good girl growing up, she'd had run-ins with the gangs before in her youth. In fact, their talk about a reliable source of knowledge called to the mind an old friend of hers. One she'd met a long time back and hadn't had a chance to meet again in quite some time. Perhaps it was time for a reunion.

"I think I know someone who'll talk."

* * *

On the seedier side of town, along the southern wall, Vale was a much darker place once the sun set. Even with lit street lamps the city streets seemed darker and more foreboding. Windows were shuttered, doors were barred, and people were guarded. If they were out on the streets at all. Not a place for four young women, even powerful benders, to be walking in the middle of the evening. Fortunately, their destination was not far, and it was marked by bright neon lights outside. Pausing by the nearby alleyway, Yang nodded to some graffiti on the wall. Amongst other things, a spray-painted red axe amidst a yellow flame and some artistic green scrawl. This was definitely Triad territory.

A popular destination with many visitors from both the Northern and Southern Tribes, the Iceberg Lounge boasted a polar theme, the interior walls a cool, pale blue that was almost white, and more than a few stuffed polarbear dogs lining the walls for atmosphere. The waitresses and waiters were uniformly dressed in fur garments that wouldn't have kept them warm in either pole for more than a few minutes, having been designed to show off skin rather than keep them warm. The dance floor even resembled ice, though thankfully it was far less slippery.

Tonight there was more than a fair share of people, both lining the booths for a meal and flitting about the dance floor where the lights were fluctuating. It took the members of the team a moment to adjust to the ambient light and take it all in.

"Let's split up to avoid drawing attention to ourselves," Yang suggested. "Ruby, Weiss, head to the bar... order something alcoholic, but don't drink it."

"I'll check backstage," Blake said, slipping into the shadows surrounding the crowd and vanishing like she had stepped behind a curtain.

"What about you?" asked Ruby.

"I'm hitting the dance floor," she replied with a grin, lifting up her arms and giving a hip bump to knock her little sister over towards the bar. Sashaying into the crowd of dancing young adults, Yang quickly picked up the rhythm of the music, following the beat of the drums and the twang of the zitars. The place was packed with youngsters. While not exactly discouraged from coming here, students of Beacon weren't encouraged either because it was a bad part of town. None the less, Yang spotted one or two of their fellow classmates as she bumped and grinded her way amidst the young adults, reveling in the music and the madness.

For just a moment, Yang let herself forget her mission, and just enjoyed herself.

* * *

How long she danced, Yang had no idea, but she remembered quite vividly when it came to an end. She was just starting to feel the exertions, feeling that happy little medium between energized and exhausted that only a good dance could bring on, and she was wandering back to the edge of the crowd and off the dance floor. She did come here with a job to do, and she hadn't forgotten it. Now maybe it was time to start in earnest.

This was her thought process when something floated through the air towards her.

Yang blinked in surprise as a flower drifted in front of her vision, seemingly floating right over towards her. A pale flower of ivory with red veins and heart-shaped petals. Curious, she held out her hands to catch it, wondering just what on earth had happened.

"Next catch, goldie."

Glancing over, Yang saw a blue-haired pretty boy smiling over at her, dressed in water tribe garb. Unlike Weiss, he was obviously dressed for warmer climates, there was no distinctive fur trim to his tunic and pants, but he bore the same unmistakable dull blue colors that marked him as Water Tribe. Or at least mixed heritage. His hair was an even more shocking shade of blue, like bright azure, and he wore a pair of goggles atop of his head.

"So what brings you here?" he asked flirtatiously, passing a hand over a nearby flower bowl and picking up a rose similar to the one Yang was holding. Without touching it with his fingers. He looked like he was moving the flower with nothing more than his thoughts alone. Like... bending.

"Uh just... here for... information..." Yang said, stammering in disbelief. "How are you doing that?"

"Hmm?" he murmured, pretending to sound surprised. "Oh, this ol' trick? Quite simple really. I'm a waterbender. Plants have water in them. Ergo..." he waved his hand, and the second rose floated over towards Yang, tickling her nose before drifting down into her other hand. Despite herself, she gave a giggle.

The boy grinned, but Yang wasn't going to make it that easy for him. She slipped the second rose back into its flower bowl, setting the first one beside her ear, amidst her mane of golden locks.

"Got a name, water boy?"

If anything, his smile grew wider, and his teeth were so white they positively sparkled in the light of the club.

"Neptune," he introduced himself.

* * *

Weiss and Ruby had picked up their drinks, taking them over to a nearby table.

The Ice Princess had chosen it with the clearest view of the entire lounge, able to see almost everyone with relative ease.

"Uh-oh, someone's making waves..." came a teasing voice.

Ruby glanced back, peeking up over the rim of her booth and into the one beside it. Three boys sat at the table, not much older than the rest of Ruby's teammates, in a variety of colorful clothes from different nations... all of which did wonders to showcase the midriff and chest, which each boy sported quite nicely. They had drinks in front of them, but none had been touched.

"Oh lord, he's after another one..." the red-haired one grumbled.

Following their view, she saw the boy they must have been talking about, making some rather obvious moves on a young woman with long blonde hair and dressed in Fire Nation red. His exaggerated hand movements and facial expressions were a sharp contrast to her wry amusement and guarded stance. Ruby recognized her immediately.

"Hey, that's my sister," Ruby said, just loud enough to be heard.

The blonde practically sitting in front of her turned around, glancing up. "That's your sister, huh? Well she just got lucky tonight... Neptune seems to like her."

Now able to see his face more clearly since he was looking in her direction, Ruby thought she recognized the blonde boy in the open white t-shirt. After a moment, it dawned on Ruby. She did know him. He was an airbender, just like her.

"Wait a minute, I know you guys... you're team... what was it? Team Solar? Team Shine?"

"Team Sun," he replied, pleased to be recognized. "I'm the leader, Sun Wukong. Team was named after me."

"And if Sun was full of any more hot air, he'd float on out of here like a balloon," one of his teammates said. The dark-skinned one with green hair and a sturdy chest. His red-haired compatriot seemed to agree with him. For his part, their team leader took the insults in stride, laughing right alongside the others. Their good humor was infectious, and soon even Ruby was giggling right along with them.

Team SSSN were sophomore students at Beacon, a year ahead of RWBY, but shared a few classes with them in their respective elements. Now able to more clearly see their blue-haired waterbender, Weiss easily recognized Neptune. She couldn't have possibly forgotten him, he flirted with her almost every chance he got between classes.

By contrast, she didn't know Scarlet or Sage nearly so well, but they seemed nice enough.

"Well boys," the monkey faunus said, climbing to his feet and stretching his arms above his head. "Keep an eye on our little bet, I'll be right back."

"Where are you going?"

"Gotta go visit the little boy's room," he said, without a trace of shame. "Even if there's nothing little about it."

Weiss rolled her eyes and wondered silently if all the boys on Team SSSN were so... so...

... so impossibly male.

* * *

Finishing up his brief trip to relieve himself, Sun was about to rejoin his teammates at their booth. By now, Neptune either had a phone number on hand or a slap mark on his cheek, and given Sun had a five lien bet riding on the latter, he was anxious to find out which. Finding out his latest interest had been the legendary Yang Xiao Long, who almost had a more notorious reputation than Neptune himself, had definitely upped interest in Team SSSN's usual wagering.

He was halfway down the hallway and back to the lounge proper when movement caught his eye. Someone shifting in the shadows in a green dress. Pausing, Sun leaned back, holding the hallway wall for balance as he watched a lithe female silhouette vanish through the backstage door and into the nearby adjourning hallway. A face covered in warpaint did little to detract from its calm, cool features, and Sun raised an eyebrow as he spotted the bow atop of her head twitch, recognizing one of his own readily enough.

A grin stretched across his face as he made his way over to greet her.

* * *

Much as she would've loved to keep teasing Neptune, who had naturally developed quite the crush on Yang in the brief time he'd come to know her, the blonde wasn't here to flirt. She was here for information. Satisfied no eyes were on her (except for the boys, of course) she settled into a seat at the bar, ordering something with a bit of fruit, ice, and one of those little umbrellas. Ruby quickly joined her.

"Everything okay?"

Yang glanced over her shoulder, nodding. "Our source just arrived," she said, having spotted him moments ago. "Came in a few minutes ago. I'm waiting for an opportunity to go see him."

"Opportunity?"

"He's with some guards," Yang explained.

"Where?" Ruby's head came up and she started to look around before Yang pressed her back down into the stool on which she sat.

"Don't look... if the Triple Threat Triad know you're looking for them, they'll either bury you or scatter..."

"Geez, sorry," Ruby muttered, pushing Yang's hand away. She idly swirled her drink, unable to enjoy it since it was alcoholic, and settled for playing with the colorful little umbrella that came with it. Something her sister had said reminded her of a question she'd had all evening though, and with lack of anything else to do, she decided to ask it.

"Why're they called the Triple Threat anyway?" asked Ruby, puzzled by the name. "Shouldn't they be something more like 'The Axe Gang'?"

Yang dipped her head, pointing subtly along her arm. "See that guy?"

He stood at the end of the bar, making him easy to line up in Ruby's sight without making it obvious she was looking. He was very tall, easily a head taller than Jaune, and a muscular build. One showcased excellently by his custom made tuxedo. He had a full beard and mustache but for some reason, his face still looked boyishly young, even baby-faced. His tie was like a trail of blood, the only color marking his otherwise impeccable dark suit.

"That's the littlest Xiong," Yang said. "Most just call him Junior. His mom and dad started the Triple Threats... I think before they went into crime their family were lumberjacks or woodsmen or something... hence the axe symbol. But it's a family business, and his family runs it. Mom plus dad plus Junior equals..."

"Three. Triple Threat."

"Now you're getting it... ooh, guards are moving away, now's my chance... stay here, keep a low profile, got it?"

Ruby tossed off a quick salute, and Yang resisted the urge to ruffle her little sister's hair. She was so cute when she was trying to look serious.

A moment after she'd vacated her seat, Weiss slipped into it alongside Ruby, ordering some iced tea from the bartender. Her expression was foul, and her bad mood palpable as a dark cloud hanging above her head.

"What happened?" asked Ruby.

"I've been trying to ask around and see if anyone knows anything," Weiss explained. "But it's hopeless. Anyone who talks to me says they don't know anything about Triad activity in this region. And half of them won't even talk to me, they just get this queer look in their eye and then excuse themselves."

"Wait, you just flat out asked?" Ruby said.

"Of course, how else are we to get results?"

Ruby resisted the urge to smack her face. "Weeiiiiissss," she whined, stretching out the word. "Those people probably did know or were triad members... now they're gonna be telling everyone about us because we were supposed to be discreeeeeeeeet."

Wintery blue eyes blinked as realization hit.

"Oh."

Ruby fiddled with her drink's umbrella, then leaned over the edge of the bar and spilled her drink discreetly over the side onto the floor to make it look like she'd been working on it. "Maybe Yang will have better luck... but you and I should just keep out of the way for now."

"I suppose we should..." Weiss started to say.

She trailed off as a pair of women approached the bar behind them, flanking Ruby and Weiss in a deliberate fashion, cutting off their escape. They were about the same age as the students of Beacon, and of average height, but they had an intimidating presence that made them seem bigger somehow. The long, flowing sleeve robes they wore helped to add to the effect. Their robes were purple, very fancy, and obviously of fine material. They all but sparkled when they moved. One girl's was trimmed with a dark crimson, the other's in a pale ivory. Apart from that, they were virtually identical, down to the make-up and feathers in their hair.

"We heard you were asking questions," the one with the red trim said.

The white-trimmed one nodded. "Questions that could be bad for business."

Ruby and Weiss shared a look, and realized instantly what they meant. These were Triple Threat Triad members. And they were not happy with Team RWBY.

"Why don't you come with us?" they chorused.

* * *

While Ruby and Weiss might've been able to take the creepy twins, they didn't want to start up trouble.

A good thing too, because Yang was already making more than her fair share.

A vicious right hook knocked her back, but didn't do anything to knock her out. If anything, the pain only made her grin, and she swung her own arm with a right haymaker, fist crashing into Junior's gut and knocking the wind out of him. The blonde bruiser followed it up with a vicious uppercut to the older man's bearded chin, causing his head to snap back. Yang wasn't using her firebending, partly in order to keep from burning the Iceberg Loung to the ground, and partly in order to give Junior a fighting chance.

"C'mon Junior, gimme a little kiss... right here," she teased, tapping her cheek, inviting another punch.

He obliged, telegraphing badly, and this time she ducked under his swinging fist and unleashed a powerful slug right to his chest, knocking him back. He slammed into a table hard enough to knock it over, spilling liquids and fire flakes everywhere as he went down. He wasn't quite out for the count, but he'd need a good minute before he was getting up again.

Blowing out a breath she hadn't realized she'd been holding, Yang grinned and ruffled her long blonde hair, rubbing her knuckles afterwards. "Whew, thanks... I've been trying to get out some aggression but punching bags lack that special oomph, ya know?" she said sarcastically.

"Not a clue," he grunted, climbing to his feet and stumbling into a nearby chair beside his liquor cabinet. He used it as support to try and stand, but Yang thrust out a foot into his lap and pushed him back down into it. Attempting to rise proved unwise, her boot heel was firmly lodged right in his most tender part.

"Well maybe you can tell me what else you know," she said, still breathing heavy from their fight. "Anything about local Triad activity, for one?"

A knock interrupted their conversation, and both the Triad leader and the firebender interrogating him glanced over at the doors. Yang glanced over at Junior, who weakly called out "come in!"

The double doors were opened simultaneously by a pair of purple-robed girls, escorting Ruby and Weiss into the back room. The Malachite twins, Melanie and Miltia, were up and coming members of the Triad, but they were on probationary status and worked for Junior as his bodyguards and enforcers. At least, they were supposed to be. Given how soundly he'd just been thrashed, he considered cutting their pay.

"Sir, we found..." Melanie started.

And Miltia finished. "... oh."

Surveying the scene in question, making note of the damage around the room, the two shifted apart to frame the doorway, allowing Ruby and Weiss entry into the private back room. Yang just grinned, keeping her position, making it abundantly clear if Junior or his creepy bodyguards tried anything, there'd be hell to play for it. Even so, she kept a cheerful tone as she addressed her little sister.

"Ruby, hi... come say hello. This is my old friend, little Xiong. We call him Junior."

"Yeah you told me about... wait... you _know_ him?"

"Sure, he was friends with me in school," Yang replied with a mischievous grin. "I've known Junior since he was a little bedwetter."

He glared at her. "That's a vicious lie and you know it, blondie."

"Whatever puddles," she retorted. "Now play nice and tell us what we want to know... or do I need to bring up the incident freshman year?"

Evidently whatever had happened, it was bad, for Junior went white as a sheet underneath his dark beard. All the will to fight seemed to slip out of his frame, and he slumped in his seat before reaching for a drink.

"What do you want to know?" he asked, grateful when she finally removed her boot from his lap.

"Primarily, about Roman Torchwick. We know you had some of your axe goons helping him out, so don't pretend you've never heard of him. We want to know what the Triple Threat is up to."

"It's not Triple Threat," Junior quickly clarified. "My parents set up this business for profit, not anarchy. Once we realized Torchwick was a bad investment we severed all ties with him. But I will say this much... someone else is backing him. Someone _big_." He popped the cork on a bottle of ice brandy and poured himself a drink. Since he was the only one in the room not under aged, he didn't bother to offer a glass to any of the girls.

"Another triad?" asked Yang.

Junior shook his head. "No, not the triads," he replied, taking a sip of his drink. "Not the Red Monsoons, not the Agni Kai's... _none_ of the gangs want to get involved in anything this dark. Someone else though, para-military. They've been breaking into warehouses across the Earth Empire and smuggling things here with Torchwick's help. Something very, very big is going down in Vale, and it's going down soon."

"Any idea who they are?"

"All we know is that they're very, very good," he said. "Stealth experts, well disciplined. My men did come across one thing though... this symbol..." he reached into his jacket's inner pocket, pulling out a piece of fabric. This he tossed onto the table between them, letting the girls get a good view.

It was a patch of black fabric, like from a jacket or robe, and it bore an emblem not unlike a red rose stitched into the fabric, with a long thorny stem. It held some similarity to the rose motifs that Ruby and her mother used as their personal emblems, but it was markedly different.

"What's it mean?"

"No idea," Junior said. Seeing Yang raise her fist he quickly threw up his hands to shield his face. "It's true I swear!"

Seeing he was being truthful, she lowered her fist and nodded. "Well then, thanks for the tip Junior. We'll keep in touch, right?"

"... sure thing, blondie," he muttered, sitting up in his chair and adjusting his tie, trying to reclaim what little remained of his dignity.

Yang smirked and took off with a saunter, and Ruby and Weiss fell into place behind her. The two girls who'd brought them in shared a look, then glanced back at Junior as they just let the three girls stroll out of here like nothing had happened. The action (or lack thereof) did not please Junior, who glared at his bodyguard girls.

"Where the heck were you two? And why didn't you do your job and deal with her?"

The two girls shared a glance, seeing their thoughts were running along identical threads, then replied in unison:

"Not getting paid enough," they deadpanned.

* * *

They finally managed to find Blake, standing in the back alleyway where the Lounge's loading docks were. She was chatting it up with Sun, the blonde-haired airbender from Team SSSN. Evidently they had something in common, for a long blonde tail peeked out from behind his backside, flicking left and right with a mind of its own. Another faunus.

"Blake!"

She flinched away from him, golden eyes wide and cheeks flushed as if she'd been doing something inappropriate.

"Uh, good, here you are... sorry, I lost track of time..."

"What were you doing?" asked Ruby.

"I uh, we uh... we're... we were... uh... talking," she finished, speaking very quickly and stammering over the last word.

"Well, mostly," Sun added with a cheeky grin. One that vanished instantly once Blake elbowed him hard in his perfectly sculptured abdomen.

"He uh... he doesn't know anything... about the Triple Threat, that is..." the dark-haired earthbender finished, lowering her gaze shamefully.

Seeing that teasing her teammate might just make her die of embarrassment, Yang decided to cut her some slack. "Well, we didn't exactly find out much either," she admitted. "Though we did get this much from Junior... maybe someone at the Beacon Library will know what it means..."

She held up the cloth they'd obtained from the Triad leader, with the flower symbol stitching. Almost instantly a hand snatched it out of the air as Blake held it before her eyes, unable to believe them. Even under her white war paint, the cat-eared faunus went pale as a sheet, all the blood draining from her face. Her eyes were wide, her pupils narrowed to pinpricks as her breath stilled with fear.

"No..."

"What is it, Blake? Do you recognize this symbol?" asked Ruby.

Trembling, Blake nodded, handing the scrap back to Yang, who took it with some trepidation.

"This is the symbol of the upper rings of the _Dai Li_ ," Blake clarified, once she finally found her voice. "They're an ancient order formed out of Ba Sing Se to the north... originally, their purpose was to guide and protect the Earth Empire, preserving its culture and ensuring its borders were never threatened by outsiders. But recent years has seen changes in leadership... both the Dai Li's and the Earth Emperor's... they feel the latest few generations have grown weak and decadent... that much land was lost during the formation of Vale... Earth Empire land... and now they're worried about worse. Especially since the military of the Empire has been expanding into other regions, with less and less political control over its generals. So the Dai Li have gone underground... inciting riots, attacking schools, burning down libraries... destroying anyone they deem a threat to the Empire."

"And if this is here... that means they are too," she concluded bitterly.

"So we report them to the police..." Weiss started to suggest. "Get them to..."

Blake shook her head. "Dai Li are ruthless. They are utterly without remorse, and their members are zealous. They will fight until dead for the glory of their personal Empire. Police won't be enough to stop them."

"How do you know all of this?" asked Sun, rubbing the top of his head in confusion.

Green bow twitched, and the four girls shared a glance. Blake had already told them the truth, but in front of this stranger... "... I used to be one of them," Blake finally admitted, evidently trusting him enough to reveal herself thusly. "That was before they tried to blow up a dam and drown a Fire Nation colony... since then I broke all ties with them and went to live on Kyoshi Island. I haven't had contact with them since."

"And now they're here... in Vale."

Meaning things had just gotten a whole lot worse.

* * *

 **Authors Notes:  
** Per a multitude of suggestions, Neptune has been made into our plantbender. Not yet utilized for combat, but give him time.

While Melanie and Miltia are more dynamic than Desna and Eska, the clothing choice for twins was too good an opportunity to pass up. Sadly, it does hide their sexiness... but more practically, robes with long sleeves also allow them to easily conceal weapons. I regret nothing about my choice.

Mixed up the Dai Li and White Fang, obviously... originally all faunus were also going to be earthbenders, but now the fact that it's the element shared by Adam and Blake is coincidental. It does add to their dynamic as arch-enemies though. Plus, I just couldn't do that to Sun and Velvet (and later Neon).


	8. Reflections in the Mirror

Now that they knew the Dai Li were involved, Team RWBY wasn't nearly so anxious to go borrowing trouble. They'd told everything (well, almost everything) to the police, filed a report, gone through at least a dozen interviews with their top officers and detectives, and finally been told to sit tight and let them handle it. Hopefully, Weiss had been exaggerating when she said they couldn't catch a cold, and they would deal with the Dai Li threat to the city. In the meantime, all the girls could do was go about their schoolwork.

Days turned into weeks, weeks turned into months, and despite the looming threat of Torchwick and the Dai Li... life went on. They were students. And classes continued.

More simple lessons gave way to advanced courses. While most students were not expected to master these techniques right away, they were expected to at least attempt them before graduation. Those who did well advanced to those senior classes. Those who did not found themselves cleaning out their lockers. Not everyone finished all four years at Beacon, after all.

As another mixed lesson on Earth Empire history ended, the foursome exited the classroom and made their way down the long hall towards their respective bending lessons. As they strolled through the halls of Beacon, an announcement came over the speaker system.

"Good afternoon, students," he said. "We're coming up yet another weekend, and I know you're all anxious to get out of these dusty halls to see the wide world again. Just don't forget to keep up with your studies and, above all, stay safe."

There was a brief crackle as his voice cut off, and the announcement ended.

"That's odd."

"Hmm?" Ruby glanced up.

Blake's green bow twitched. "Is it just me or does Ozpin say the same thing every week?"

"Of course he does," replied the blonde bruiser at her side. "It's the same boring stuff everyone says to kids when the weekend rolls around. Honestly, I just learned to tune it out."

"No, no, I mean... like... almost the _exact same thing_ ," her painted faunus companion clarified. "Like, down to the _exact same words_."

That sounded silly, and Ruby was about to say as much, her mouth halfway open before she paused, tilting her head. _Was she right_? Idly she recalled similar announcements from Ozpin over the loudspeakers. He did tend to say the same thing when he addressed the student body... but was it the same words? Every time? Was he using a recording?

"Probably nothing," Ruby ultimately decided. "Anyway, we should get going, we've got lessons to get to... but you guys still good to meet me in the park after class?"

"Afraid not," replied Blake as she vanished into the shadows, heading for the basement.

"Sure, sis," Yang said, heading for the boiler room. "Well, maybe."

"Hopefully," Weiss replied. "Anyway, I'll see you later, I need to get to class quick or Glynda is going to feed me to piranha-sharks."

"Seriously?"

"Well she said it, do you really want to test her?"

"Not a chance. Have fun, Ice Princess!" Ruby said with a wave, skipping up the stairs towards the tower where her own class was taking place.

Weiss scowled at the nickname. Honestly, they were using it more than her real name at this point, and it was getting beyond old. She wasn't that frigid.

Usually.

Sometimes.

Maybe.

* * *

In the midst of Fire Lessons, Professor Port called for the attention of his classes.

"Settle down, please. Settle down. Now please gather close, everyone. Today, I will be demonstrating to you one of the more advanced firebending techniques. I am going to show you how to fire _lightning_ ," he punctuated with a grand gesture.

This instantly drew the attention of the entire class. Lightning was a very rare ability. Even amongst firebenders, only one in ten could ever master it, and of course Sage Port was a master. Patiently waiting until he had all eyes on him, he went through the motions, explaining as he went. Two fingers on each hand began slow circular motions as energy crackled through the air. "With your bending you divide the energy of the very world around you, split it into positive... and negative..." these he emphasized with his left hand, then his right. "The two energies will seek one another out, in order to achieve proper balance. When they collided, you then point it where to go. That is how you aim."

And he demonstrated by thrusting his hand forward, two fingers upraised. A bolt of lightning erupted from his fingertips and shot past the head of Cardin before it burst out an open window and flew off harmlessly into the sky.

Port breathed out, relaxing. "Lightning is _very_ powerful... the purest form of energy. Show it respect, and you will be a force of reckoning in the realm of Remnant. But if you approach this with wild rage in your heart or scattered thoughts in your head... you _will_ get burnt."

He spoke the words as a promise, and they did not fail to leave an impact on the students. That done, the gray-haired Fire Sage had them line up and go through the motions of the technique, without actually firebending. He made necessary corrections to their form as they did so, until at the very end of class, he asked them to make the attempt. He did not expect anyone to succeed, not on their first try, but those who managed to generate a small flicker or the like would have potential to master the technique in his advanced class next year.

However, each and every one of them continued to fail.

Scarlet. Arslan. Neon. Darcy. Cardin.

Even Yang couldn't quite generate a spark.

They were almost at the end of the line when they reached Nora Valkyrie, and the remainder of the student body drew back in some trepidation. Nora was well known for being a bit reckless with fire, after all. But even she seemed to be taking this seriously as she moved her arms in a swaying motion, following Port's example perfectly... up until the end, when a grin spread across her face, and in her excitement, she thrust her hand forward...!

 **KA-BOOM.**

Nora was flung backwards from the force of the explosion. Students flung themselves out of the way as she flew to the very back of the room, smashing into the far wall hard enough to leave a crack in the masonry. Smoke filled the air, blocking sight of one another and leaving them unable to tell how bad things were until it cleared.

"My word..." spluttered Port, adjusting his cap, which had been knocked askew by the explosion. "Is she alright?"

For a long moment, nothing happened. Then Nora coughed, exhaling a cloud of smoke from her lungs, and blinked her bright blue eyes as if nothing untoward had happened at all.

"Whoa... that kinda tingled," she said, shaking the soot from her body with a mighty shake of her head. Underneath, she was completely unharmed. Yang gave a thumbs up that sent a wave of relief through their teacher.

Trying vainly to collect his wits, he pressed on with his lesson. "Ah, yes, well, uhm... anyway, who was next? Was it Miss Fa-..."

Just then, the bell rang, and Peter Port gave an exasperated sigh as the students quickly dropped what they were doing, grabbed their stuff, and filed out of the room before he even had a chance to dismiss them.

"Ah, we will have to pick this up next time," he lamented. Then, under his breath, muttered, "I could have sworn I timed that better..."

Several of his more advanced students were making their way in as the rest left, but Port caught sight of a young airbender boy waiting by the entrance way. It was Miss Valkyrie's young friend, he noted. He always stopped by to pick her up after class, and today seemed no exception. Hoping over to the doorway, the redheaded firebender was a buzz of activity as usual, showing no sign of injury from her near death experience.

"Ren, you will never believe what we did today! I blew myself up!"

He spared her only a weary glance. "You really shouldn't do that, Nora. Blowing yourself up can't be good for your health."

Professor Port shook his head, envying the young boy's strength of spirit, and silently wishing him well in taking care of his young lady friend. _Better you than me, boy_ , he thought, not unkindly. _Hmmmm... but something will have to be done about Miss Valkyrie._

 _She_ almost _pulled it off, after all_.

* * *

It seemed Glynda was in something approaching a good mood today, which may have had something to do with all her students in place for once, including Jaune, who routinely got lost in the hallways of Beacon. Satisfied she had all of her students accounted for, she began her lesson without her customary threat involving piranha-sharks.

"We'll begin with a rundown of the standard forms," Glynda instructed. "Break into pairs and... no, Mister Reese, not this time... you are paired with Miss Zedong today. No same partners. You must all learn to be flexible and fluid, adapting to the styles of your new partners. Now... begin."

The first twenty minutes or so, they went through the usual movements. Water slid through the air with the swish and sway of the tides, and Glynda corrected their form as necessary. A far cry from the early days of class, virtually not a drop of water touched the ground anymore. It all went right back into the fountains and cups and bowls where Glynda had instructed it to go. They had finally learned the basics, and no one had washed out.

Fortunate, because today Glynda took them to the next level.

"Alright, everyone sit down, take a moment to recuperate while I pass out instructions. And do pay attention. Today we're going to start on some more advanced forms. Water, as you well know, comes in three: solid, liquid, gaseous... so..."

"What about healing?"

Glynda glanced over at the one who'd raised the question. A girl in pale purples lined with fur. Nebula, part of Team NDGO. Imaginative and inquisitive, she was an excellent student, but this was an unorthodox question even for her.

"Healing?"

"I thought I read somewhere you can use waterbending to heal wounds," Nebula explained. "I'm afraid I can't find any references to the technique. Do you know it, Miss Goodwitch?"

There was a long, pregnant pause as Glynda took a moment to adjust her glasses. Her lack of immediate reply was in itself something of an answer, for Glynda never failed to reply when she knew something. And her stores of knowledge were vast indeed, she had been a prodigy even at a much younger age, and few waterbenders could match her ability.

But...

"I'm familiar with the basics, but it's a rare gift I do not possess," Glynda said. "Not every waterbender can learn to heal. But... since you asked... we'll give it a try and start with that. It can be eminently useful, after all."

There was some brief groaning from some of the male students like Lark and Reese, who had no interest in healing, but Glynda silenced them with a glare. Weiss, for her part, was introspective. She'd heard growing up of healing techniques in the waterbending world, but never heard of her father or her sister ever making use of them. She came from a very powerful bloodline of very prestigious waterbenders, but the more she learned about the element the more it seemed her family was less adept at it than they claimed to be.

Scanning the students in her class for a suitable victim, Glynda paused on Weiss, idly wondering if the prestigious Princess of the Northern Tribes would have the gift of healing. She'd never given any indication she had, and her family had never advertised they knew it, but perhaps Weiss would be different. Worth exploring, but not initially, no, she needed someone else. Her gaze flicked from student to student. From Emerald to Neptune to Reese. Her frown deepened as she spotted a student whose attention had begun to wander.

"Mister Arc," she said, snapping a water whip beside his head. An inch lower and she would've struck his ear. That instantly brought him back to the here and now.

"Yes, miss?!"

"... we'll start with you."

* * *

The grounds of Beacon were well maintained by some of the finest gardeners in the world. When you mastered the elements of earth, water and air, it was relatively easy to till soil, hydrate plants, and spread fertilizer across a field. Thus, the grass was some of the richest greens you could imagine, and the trees big and strong. Branches were trimmed and pruned in accordance with the wishes of the headmaster, who ensure they remained orderly.

One such tree overlooked a series of wooden tables and chairs, a rest area for between or after classes for students to rest in the shade. Currently, they were largely empty, save for one airbending girl in a red cloak, sitting forlornly at a table. All by herself.

Ruby kicked her feet back and forth idly, staring at the pai sho board in front of her, then at the empty seat in front of her. As well as to either side. None of her teammates from RWBY were present, she was all by herself for the next few hours. And she'd wanted so badly to play a game.

"Is this seat taken?"

Ruby glanced up to see Professor Ozpin standing there, smiling down at her kindly.

"Headmaster! Oh, uh, no, please," she flailed, gesturing to the free seat. He took it gratefully, easing into the comfortable warped metal as he leaned his cane against the side of it.

"Ah thank you... it is good to rest these old bones every so often... especially my leg. Walking can be very tiresome these days," he explained. Then, upon spotting the board set out for her, raised a silver brow. "Are you playing a game of pai sho with someone?"

"Uh, apparently not," Ruby said. "Yang had to cancel on me, and Weiss is busy... I guess I haven't got anyone to play against."

Leaning forward and interlacing his fingers, he regarded the board with a kindly smile. "Why don't I play you?"

"You would?" she asked, surprised.

"Well I appear to have something of a free schedule at the moment," Avatar Ozpin confessed. "Very little for me to do... so anything I can do for you, Ruby Rose... well... helps me feel useful."

"Oh, uh, well... sure. Let's play!" she said, giving a whirl of her fingers and scattering the pai sho pieces across the board. Her hands with a literal blur as she quickly set them up one after the other. Ozpin settled back in his seat, studying the board as he took a moment to adjust his glasses.

"The uh... the guest has the first move," she said after a moment's hesitation, remember her manners. Ozpin accepted with a gracious nod of his head, and settled his first piece onto the board. A White Lotus tile.

"White Lotus?" queried Ruby, confused by his tactics.

"Many people underestimate the White Lotus," Ozpin remarked. "It's a simple piece, after all, with no great power or ability to its name. And yet, I find there's a simple, more honest sort of strength to be found in such a straight-forward piece. That's why it's an essential part of my strategy."

"Which is?"

He smiled enigmatically. "You'll see."

* * *

Elsewhere on the grounds, in the campus cafeteria, Blake Belladonna sat alone at a table in the very corner of the room. The light from the sun outside was filtered through the windows, but this particular corner was cast in shadow as she sipped at her jasmine tea and perused the tome in her hands.

While she and the rest of Team RWBY weren't taking an active effort in finding the Dai Li, Blake wanted to research in case whatever they were planning took place before the police could apprehend them. Having been a former member most of her young life, Blake had never been one to question things until she'd been older. She'd been a soldier fighting a war she didn't even understand. But he...

She shook her head, trying to clear her thoughts. Instead, Blake flipped the page and consulted the next line of text. She wasn't interested in personal history. She was interested in political. She needed answers. What could the Dai Li want here in Vale?

"Hey beautiful, is this seat taken?"

Golden eyes blinked as Blake's head snapped up, scanning left and right for who had spoken. No one was near the table. Fearful she'd been ambushed, her whole body tensed before she finally caught sight of the speaker.

Dangling upside down from a pole just above her, Sun gave a casual wave, suspended by the long golden tail emerging from his back.

Blake relaxed marginally, even allowing a smile to flit across her painted lips. She liked Sun, she truly did. Most faunus she'd had the privilege of meeting in person were haunted individuals. Even those who had nothing to do with the Dai Li often had tragic backstories, or were still experiencing prejudice from narrow-minded individuals, like the other students of Beacon. But Sun seemed a perpetual ray of sunshine, never letting a cloud of worry dim his mood.

She admired that.

"No, that seat isn't taken," she replied. "But if you want to join me at the table like a civilized human being, you can do that too."

"Ouch," he remarked, clutching his chest in mock pain, even as he deftly released his grip on the pole and slid into a seat across the table from her. Reaching under his shirt, he produced an apple, idly munching on it. "Whatcha readin'?" he asked.

Blake hesitated, momentarily caught off-guard, then reluctantly decided it couldn't hurt. Idly she tilted the book cover so he could read the title.

"Autumn Days?" he read aloud, phrasing it as a question.

"It's a historical documentation of the life of Amber Kyoshi," Blake said. "The founder of the Kyoshi Warriors... and the Dai Li..."

"Both of them?" he inquired, surprised. The first bit of knowledge was fairly public, but the latter was more surprising. "Huh..."

The cat-eared faunus nodded solemnly. "She founded the Kyoshi Warriors when Kyoshi Island was split from the mainland... her doing, obviously... but in her later years she was called upon to aid the Earth Empire during a rebellion." Idly she flipped to the page in question to confirm her facts were right. "She had the Emperor make peace with the rebels, and instituted an order of warriors who would work to preserve the Empire's history and culture. Warriors of terrible skill and power and masters of stealth and subterfuge."

"Guessing that would be the Dai Li," Sun said idly, finishing off his apple and tossing the core away over his shoulder. It fell right into a nearby waste bin.

"That's them."

"And you were part of that?"

She scowled. "They weren't always monsters," Blake said, her bow twitching as she glared across the table at her fellow faunus. "Some of them were... very noble. But with all the recent upheaval in the Empire, some think the Emperor has become weak... that we've modernized too quickly, that we're forgetting who we are and letting our actions be dictated by the other three Kingdoms. They're willing to go to extreme measures to preserve a past that no longer has any bearing on the present."

"And that's why you left?"

 _Partly_ , she thought, but only nodded in response to his question.

"... good."

"Why's that good?" she asked, puzzled.

"Well if you'd stayed with the Dai Li and you were with them when they did whatever horrible thing they're planning... they are planning something horrible, right...?"

She nodded.

Sun continued on, tail twitching behind him. "Well, if you were with them when they did that, I'd have to fight you, and I really don't like fighting ladies. It's totally not my style."

A chuckle met that remark, as Blake picked up her book and threw it at Sun's perfect abs. Normally the blow would have been harmless, but it struck when he was just shifting posture and his balance was precarious, and Sun went tumbling down feet over head flat on his back on the cafeteria floor.

Blake couldn't help herself, it was hilarious, and she burst out laughing. Sun was laughing too, and with only a little prompting rolled himself back to his feet with a flourish and bowed like a performing monkey. She was still giggling as he retook his seat.

And just for a moment, she was able to forget. All the shadows of her past, all the darkness threatening her future. He shined a light on her and made her feel warm again, however briefly. The only other person who'd ever done that for her was...

The gentle chiming of the bell told them what hour it was, and Sun sat up quickly.

"Oops, sorry m'lady, gotta run... promised I'd meet up with Neptune for a bit of tag-team training. I'll catch you later though!" he said as he hopped up from his seat and took off running towards the exit. He didn't even pause as he ran right into a table, rolling over it like it was nothing spectacular, and just kept on going.

Blake watched him go, shaking her head as his goofball antics, and went back to her book. Her heart was a little lighter now.

* * *

The game continued for a while after that, as pai sho tiles slipped back and forth across the board, occasionally snatched up by some clever strategy. Ruby had been playing the game for a while and usually managed an even score against the likes of her sister or her father, though she'd never yet beaten a game played against her uncle Qrow. He was a master of the tiles. Ozpin seemed in the same league, a veteran of many games, with multiple victories to his name. Yet Ruby was proving an unexpected, unpredictable opponent. Her moves were consistently surprising whereas his own moves, well, she might as well have been able to see into his mind given how she anticipated every clever strategy he could summon.

While they played, they chatted.

"Did you know that pai sho was supposedly invented by the spirits?" he inquired, sliding a piece into place.

"Really?" she quickly snapped her own to counter his move, making Ozpin pause to consider his options.

"Oh yes... many centuries ago. Millenia, even. Of course, not many are very good at playing it, but it seems interesting we play a game they had a hand in crafting."

She had to admit it was hard to imagine some of the spirits she'd met playing a game like this. Even so, Ozpin must have known what he was talking about. "Guess we're not so different after all."

He gave an enigmatic smile. "I guess not." He clicked a piece down atop of Ruby's.

And she quickly turned the tables on him with another piece set in just the right spot. It did not escape his notice that it was the White Lotus tile.

"That's game," Ruby said, trying to hide the grin threatening to spread across her face.

A silver brow rose as golden eyes studied the board in abject shock, unable to believe he'd lost. And somewhat rather thoroughly to boot. But, it seemed he had. Ruby had completely outflanked him, setting up her strategy so subtly he hadn't even seen it coming until it was much too late. He decided the best thing he could do now was accept his loss with dignity and grace.

"Well then... congratulations."

"Uh, I'm... sure it was just beginner's luck," she said, rubbing the back of her head and trying to be modest.

He quite disagreed, shaking his head solemnly. "No, Ruby, you're very good. At pai sho, perhaps. You still have a great deal to learn."

"What makes you say that?" she asked, bristling at his seemingly unkind remark.

Ozpin smiled knowingly. "Oh, I've been listening. I've been watching. You and your friends have been very busy it seems. And not just with your studies."

Silver eyes flicked left and right nervously. "Uhm, about that..."

"And I'd say you're off to a rough start," he continued without pause. "But you're learning. And improving. And after all, that's the point. Don't ever feel you've done it all, and don't ever stop moving forward."

Moving forward. Those words resonated with Ruby deep in her soul. So much so they may have been a prayer. Or a promise. She looked at Professor Ozpin as if seeing him for the first time, noting every feature of his face, from his golden eyes to his silvery hair, to the faint smile on his face and the faintest hint of lines around his eyes. His face was young, but his eyes were old. He'd seen so much. So very much indeed.

"Avatar Ozpin, can I ask you something?"

"Of course you may," he replied. "But please, it's just Ozpin."

"Well, uhm, I was wondering... what's it like being the Avatar?"

He gave a bemused smile at that. "You mean you don't know?"

Her head shook back and forth rapidly.

"Well, it's difficult to describe... it's something you're born with, after all, so in many ways you have known it your whole life. It's you. You are who you are, always. Finding out the fact when I was about your age didn't change me. It just let me realize I could be capable of more."

"You were originally a firebender, weren't you?"

"That's right. I was good friends with the royal family of the Fire Nation. Then I learned I was the Avatar and... everything changed."

"Do you ever resent it?"

He shook his head slowly. "No."

"Never?"

"Ruby," he said gently. "We are who we are meant to be. Oum, the Spirit of Light, chooses us because he believes we have the potential for goodness. For greatness. And he's never wrong."

Nodding her head subtly, Ruby pondered the Avatar's words, wondering how she might react if she'd been the one blessed with such an incredible gift. The Avatar was incredibly powerful, of course, but with all that power came a heavy burden as well. They had to constantly keep the entire world in balance. Not a small village, not a big city, the entire great big world. Hold back the ever-present threat of the Grimm, keep the spirits pacified, unite the people who were determined to fight and war and kill one another day in and day out. It was an impossible burden for one man to carry.

She said as much.

Ozpin gave a smile, adjusting his glasses subtly. "That's the key thing to remember, Ruby. The lesson you've already learned."

"What lesson?" she asked. She'd learned a lot since coming to Beacon, she couldn't narrow it down to just one thing.

"You are not alone," he explained.

 _Ah, that lesson_ , Ruby realized. From the Forest Initiation Ceremony. When Team RWBY had come together for the first time. Ozpin was right, she wasn't alone. And neither was he. The Avatar had people willing to help him in his mission, and after she graduated, Ruby was going to help make the world a better place as well.

"Yeah, I guess you're right," she said, smiling again.

The silver-haired Avatar nodded, then paused, glancing skyward. The sun was starting to dip on the horizon, and he just realized the time. "Ah, you'll have to excuse me, Ruby... I need to be going."

"Where're you going?" she asked.

"I have somewhere I have to be," was all he said, dipping his head to her politely and then departing quietly.

Ruby started to pack up the pai sho board and pieces, but to her surprise, they were already packed up. Blinking, her head swiftly turned back to the departing Ozpin, then her game, then back again. And he'd already moved out of her line of sight. Like, so fast he may as well have just vanished. Had he packed it up for her? And so fast she hadn't even seen it happen?

"Wow," she said. "I really _do_ have a lot to learn."

Tucking the pai sho board under her arm, Ruby strolled down the walkway back towards the dormitories and her room. Maybe she could still find time to play a game with Weiss or Blake.

Nearby, on a hillside rise, a solitary figure made note of her departure. A stick of a man with a mop of green hair, dressed in the traditional yellows and orange of the air nomads. Professor Oobleck adjusted his overly large glasses as he beheld the scene before him. He'd been meditating when he'd sensed a spike of spiritual energy coming from this area, and came to investigate. And whom should he happen to find, but Ruby Rose. One of his more interesting students. He must have just missed Avatar Ozpin, for he never saw him anywhere near Ruby. All he saw was the girl playing with her pai sho tiles, chatting to herself. Carrying on very lengthy conversations, in fact, even if she only voiced half of them aloud. The thing is, he was fairly certain she was not mad, nor was she given to imaginary friends. And as he walked over to where she'd been sitting, he spotted she'd missed a pai sho tile in her haste to depart.

Oobleck bent down and picked it up, rubbing his thumb against the tile as he let the light reflect off a multi-petaled flower. The White Lotus.

"... how very interesting," he remarked.

* * *

 **Authors Notes:  
** Yang (and the other students) having no initial ability to generate lightning is not an indication they shall never do so. Nora's explosion, however, is definitely foreshadowing of more fun elements at play later on.

And while not expected, a bit more information on the Dai Li, some of which was gleamed from 'Escape from the Spirit World' and translated into this fusion universe. They were indeed a benevolent organization once, just like the White Fang. Such a shame when good intentions go bad.

I've always enjoy the idea of Ruby and Ozpin playing chess together, and written a similar scene in my mainstream RWBY fanfic 'Various Vytal Ventures' which went much more in-depth. Naturally, the pai sho game they played here is a reflection of that, though I had to cut down on the gameplay because I don't actually know the rules. If indeed the game ever had any. It helped serve another purpose though, hinting to the presence of the White Lotus in this setting, some of whom may be watching.


	9. Bloom and Wilt

The Earth Empire was, in many ways, a sign of great civilization. One of its foremost achievements unduplicated in the rest of the world was its cobbled roads. Such allowed for swift transport of both trade goods in times of peace, and soldiers and weapons during times of war. The main roads radiated from every city, while lesser roads of lower quality connected the various towns and villages. And in some cases, simple dirt paths were all you could use to find your way through the trackless wilderness.

Just off the main road between Vale and Zaofu was a little known and little used path that lead into a small grove in the midst of the woods. Tiny spirits of light danced in the air amidst the sunbeams, and no Grimm found any desire to come within a hundred feet of the location. It was a sacred place. A spiritual place.

Located in the middle of the grove was a simple, unmarked, stone of a pearly white luster. It bore no markings, its shape was not unusual. Yet there was a natural beauty to be found in its simplicity. And despite having been there for nearly a hundred or more years, it was free of moss or foliage. Indeed, most of the grove looked like it had been freshly groomed rather than allowed to grow wild. Given the time of year, this was exceptionally unusual, as the leaves were already turning brown and scarlet and gold, and would start falling any day now. The turning of the seasons.

Avatar Ozpin found it rather tranquil.

Pausing at the entrance to the grove to adjust the bundle under his arm, he strolled forward with a respectful air, stopping a short distance from the stone to bow deeply before it. He was not here by accident, after all. Ozpin made this trip every year, as regular as clockwork. No announcement to the staff and student body, no fanfare, no attention was paid to the latest living incarnation of a legendary bender. No, he liked taking this trip in peace and quiet. It seemed more fitting, somehow, that he was for the most part the only one who did.

He lay down the flower bundle on the ground and leaned his cane against the stone as he knelt before it, bowing his head politely to the individual interred in the earth below. Fittingly, as she had been born a part of the Earth Empire. His predecessor, an earthbending woman named Amber, might have scoffed at his sentimentality, but he felt it best to honor her sacrifice by visiting her grave. Every year, when the leaves started to turn red and orange and a plethora of other colors. She'd always loved this season, and so he visited her tomb with a handful of flowers, laying them beside the solitary, unmarked white stone that let him know where she rested. Only a handful of her closest friends, whom had been the ones to entomb her, had known its location. With their passing, only her successor, Ozpin, guarded the secret. It fell to him alone to carry on the tradition. And ensure she was remembered.

 _I wonder if anyone will leave flowers for me once I'm gone_? he wondered idly. Rising from his kneeling position, he placed one closed fist against an open palm, and bowed respectfully.

He was about to leave when there came the rustle of leaves. And the air was curiously still. Just as the silver-haired Avatar was beginning to think he had imagined it, however, he heard it again. Louder. Something rustling in the underbrush. It wasn't the wind. Which logically meant...

"Is someone there?" he called out politely. No one replied. Which meant it was either an animal... or else...

Ozpin glanced about, tightening his hand idly on his walking stick. Though he was easily the most powerful bender in the world, time had ravaged him as it did all things, leaving him less durable than he had been in his youth. Though outwardly he was unbent and broken by time's ravages, he could feel every year on his shoulders like a great weight bearing him down. His fire had once been a great raging inferno, now it had dwindled to a flickering flame. Still, that did not mean he would be easy prey.

Unfortunately... the hunters knew that.

Their attacks came without warning, the first slamming into the back of Ozpin's leg, where he had been injured in the past. He went down with a cry, unable to protect himself from the wave of water then slipped through the grove and grabbed his walking stick, tossing it off into the distance. The waterbender hid in the shadows, Ozpin never even saw them. He did, however, have a chance to see someone in a black cloak and hood come speeding into the grove, running fast with arms swept back. A scarf and hood hid all but their eyes, blazing golden, as they swept through the air peppering fireballs in every direction. Ozpin finally found the strength to fight, batting aside the fire with two great swings of his hands and unleashing his own flaming punches towards the assailant.

She (at least he was fairly certain it was a she, given her... figure) hopped backwards with a deft backflip and with a swing of her fist sent another wave of fire towards Ozpin. A stomp of his foot and a catch with his hands dissipated the worst of it coming towards him, but the rest quickly set the grass and trees ablaze. Amber's Grove was burning, but he could not deal with that right now. Not with someone out for his life. He turned back to face the firebender...

... and again, was struck from the sides by her still unseen assistants, someone wielding air and water, he would guess. Powerful benders. They struck his arms and knocked him to his knees, and in that instant, he knew he'd lost. The hooded woman leapt down in front of him, grabbing Ozpin by his shoulder and his head, resting her thumb against his forehead.

"Now... it... is... _mine_...!" came a muffled whisper.

Avatar Ozpin felt a rush of power, and thought he heard someone cry out. Only belatedly did he realize it had been himself. He was screaming as a pain unlike any he'd ever felt before flooded his every nerve. Unseen by mortal eyes, to the view of those spiritually attuned the grove would have been bathed in orange and blue light, coming from the two interlocked combatants. The woman's burned orange, and it crept slowly across the blue of Ozpin, overwhelming his aura, overpowering his spirit. The light of the Avatar faded away as his power was leeched from him. Starting with the core of his being, the fire. She was taking his firebending...

... and very soon she'd finish, and go for the rest...

"GET AWAY FROM HIM!"

Dimly Ozpin heard the cry, as well as the sound. The whoosh of elemental wind slicing through the air with the deadliness of a sharpened blade. Instantly the power drain cut off, and he collapsed onto his back. His attacker had been driven back. There was shouting, and fighting, but he couldn't make out the details. Through a great fog, he dimly saw shadows retreating, but could not make out who they were beyond vague shapes. Another one was beside him. Someone dropped to their knees beside him, and his vision cleared enough to recognize a pair of burnt orange eyes and a scruffy, shaggy appearance. A dusty old crow.

"Qrow..."

Darkness overtook him, as Ozpin's eyes rolled back into his head and he mercifully passed out.

* * *

Avatar Ozpin... his legend was coming to an end.

No one who saw him now for the first time would possibly believe he was the great Avatar, wielder of all four elements, a force of nature and reckoning that restored balance to the world. No, he looked like an old man on his final day, clinging to life by the thinnest of threads. He laid in his bed, enveloped by the white sheets, seemingly swallowed up by them. All his life he'd held a great presence larger than life. Now he seemed so small and helpless.

The door to the chamber swung open, and Glynda swept into the room with her long cloak billowing behind her. In her wake followed Oobleck and Port and Ironwood, those closest to Ozpin. Qrow had called them as soon as he'd arrived and smuggled Ozpin to this secret location. No one knew about how severe the damage was until this very moment, and it was only the five of them. To the knowledge of everyone else in Beacon, Avatar Ozpin was simply in his headmaster's office. Meditating on the mysteries of the universe, as he was wont to do.

But the truth was much, much uglier than that. So much so that it brought the entire group to a halt as they beheld just how broken the silver-haired man in bed was.

Half asleep, Ozpin's golden eyes opened more fully as they arrived, peering down the spectacles resting on his nose. "... my friends," he breathed out, welcoming them. However, even that brief greeting cost him, as he immediately lifted a hand and tried to stifle a cough, unable to catch his breath.

"I'll get a healer," Glynda said, immediately turning on her heel and preparing to depart.

"No," he croaked, holding up his hand. "Stay. I'm too far gone for that."

"Ozpin..." Glynda was at his bedside a moment later, followed closely by Port and Oobleck. Ironwood remained by the doorway, listening but feeling no need to further crowd his oldest friend. Qrow was also there, but he sat on the windowsill, seemingly uninterested with the proceedings. Nothing could be further from the truth, but that was the image he projected.

"The damage done is corroding my spirit," he explained, already feeling his life force slipping away. It was taking almost everything he had just to hold on to it, and that wouldn't last for long. "There's no recovery from this sort of thing. But that's not important right now. My friends... you have to protect the students. You have to carry on in my place."

"We will, Headmaster," Glynda promised. She tugged her glasses from her face, dabbing at her eyes with the back of her hands. She was crying. Glynda never cried. She was always the picture of composure, like a marble statue. Or, less generous souls might consider her a pillar of ice. But here, now, none could doubt she cared. About Ozpin, if no one else in the entire world.

The aged Avatar jerked as his breath came short, his body convulsing. It passed briefly, but it was hard to look upon, seeing him once so strong made so helpless. When next he spoke, his words came hissing out. He was using every last bit of his strength and breath to speak.

"A new Avatar will come... the Air Nomads... an airbender..."

The Elemental Cycle. Air came after Fire. That much they all knew by heart.

"Find them... pro-... -tect... them... whoever has done this... will... strike again," he predicted.

Port, Oobleck, and Glynda shared a hard look. "They will have to go through us first," promised the blonde professor. Standing impassive by the doorway, Ironwood clasped his hands behind his back and also gave a nod.

From his perch on the windowsill, Qrow gave a solemn nod.

He was already making plans while the others worried over Ozpin, intending to track down the animals who was responsible for his condition and see to it they paid. First, however, he had to pay a visit to the colonies and find his brother-in-law and his new wife. They couldn't be told what had happened to Ozpin, of course, but he'd be damned if he left them unprotected before he went off on his own. They were good people, and his niece couldn't possibly have hoped for better parents in the wake of losing her mother. Qrow's sister. They were already expecting their next child... probably hoping it was a boy. He snorted in some amusement at the idea.

Along the walls, the multitude of white candles that kept the room lit flickered, and Ozpin drew another shuddering breath. One by one, they started to flicker and go out. His life-force was slipping away, like sand slipping between the contours of an hourglass. But he had one last thing he needed to say to those closest to him, and Ozpin drew in a deep breath to voice those words.

"... thank you," he breathed out. His final words.

The last candle went out... and the room became deathly still.

Port shrugged off his Sage's hat and pressed it over his chest, as Glynda and Oobleck joined him in bowing their heads. Qrow looked off into the distance out the window, eyes closed tightly, angry and alone, while Ironwood snapped his heels together and saluted the fallen Avatar. The five of them would continue his legacy of balance and peace. It was all they could do now.

For Avatar Ozpin... was gone from this world.

* * *

Ruby jerked awake, leg kicking instinctively as she rolled out of her bed and landed with a thump on the floor. The fall was thankfully cushioned by an instinctive airbending response to falling, a wind cushion, but she still landed soundly enough to elicit a groan from the small girl. Weiss poked her head over the side of her own bunk bed, peering down at her in concern.

"Ruby!"

"I'm okay," groaned Ruby, even as the lights flicked on. Yang and Blake left their beds to help her to her feet, as did Weiss. Between the three of them, they helped her to sit down on the waterbender's lower bunk.

She was decidedly out of sorts. Of course, none of them were feeling at the top of their game, it _was_ the middle of the night (well, closer to one in the morning), but Ruby looked positively hellish. Her skin was clammy and cold and pale as death, and her silver eyes were unfocused and glazed over.

"Ruby? Is everything alright?" asked Weiss.

"Yeah I just... I dunno... I had a really weird dream. There was someone there... they..." she wrapped her arms around herself, hugging her shoulders. "They..."

Weiss hopped up onto the bed and scooted beside Ruby, wrapping an arm around her shoulders. Despite her cool demeanor, her body was warm, and it helped ease some of Ruby's discomfort. Her words, however, while well meant, did not. "Well, whatever it was... it was only a dream," the Ice Princess said. "It's not real."

"Yeah, you're alright sis," Yang added. "You're here with us."

By her side, Blake nodded.

"It wasn't real," Weiss repeated, squeezing Ruby's shoulders. The close contact did help make her feel a little better. And yet... somehow... Ruby wasn't quite sure that what she was saying was the case. It had felt uncomfortably real. And uncomfortably close.

The other girls quickly went back to bed, and Ruby crawled back into her bunk atop of Weiss. She didn't fall back asleep until the sun started to peak over the horizon, signaling the start of the weekend.

* * *

Situated along the main street of Vale, there was a friendly neighborhood store called Tukson's Tomes. Previously an apothecary store that had gone out of business, a few months back a new owner had come by with the money to make it his own, and now it was a newly refurbished bookstore. Everything under the sun, or so its advertising proclaimed. It was a work in progress, for patrons were far and few between, but it was slowly turning a profit.

Today, however, Tukson's had not one but _two_ customers.

Standing in front of the store was a young man and a young woman of perhaps seventeen or so. The same age as most students of Beacon, which is what most knew them as. The boy was on the tallish side, gray-haired despite his youth and with deep, fathomless eyes of black. His robes were a non-descript gray, uninteresting to look upon, allowing him to blend seamlessly into both a crowd and the background. Beside him was a green-haired girl with the most astonishingly bright pair of ruby-red eyes. She had the dusky brown skin that spoke of a long life outside in the sun, and wore the dull blues of a water tribe girl, though there was a lot of darker brown leathers making up her outfit, marking her as someone outside of the Northern and Southern tribes.

Mercury Black and Emerald Sustari. Obstensibly students at Beacon Academy, and in truth subordinates of a very dangerous criminal undertaking. Anyone who knew that could tell they weren't here for literature as they stepped into the store.

A small bell above the door chimed merrily, announcing their presence.

"Welcome to Tukson's," the owner greeted from behind the counter. A man with a barrel-like chest and long sideburns, Tukson was a faunus, but it wasn't obvious to tell at first glance. Only his elongated eye teeth and retracted claws gave away the panther (or was it puma?) in his blood. He wore a faded shirt over some black jeans, looking much more like a huntsman than a bookworm, but here he was running a store and quite content to do so.

"Just browsing," Mercury said, going through some tomes on the far side of the room.

Emerald, however, made a beeline for the front desk. "I'm looking for something a little more specific," she explained. "I don't suppose you have... Folklore and Fairy Tales, Volume One?"

"Yes, we certainly do," he said.

"That's wonderful," she replied with false sweetness.

Puzzled by her tone, he inquired if she wanted to buy one.

"Nope. Just nice to know. So, what about... the Littlest Lion-Turtle? In paperback?"

"Oh he does," chimed in Mercury, having just discovered such amongst his browsings. "Hardback too."

"Oooh, options are nice. Oooh, oooh, I know exactly what I want to get."

Tukson smiled, smelling a deal coming up.

"How about... the First Order?" she asked, her tone pitching lower subtly.

Something Tukson instantly recognized. As well as the title. The smile dropped from his face as the hackles on the back of his neck rose. His eyes flicked between the two patrons of his store, regarding them in a new light. Something was very wrong here. Even so, he didn't want to jump to conclusions. "Uh, no, I'm... I'm terribly sorry... we don't carry that..." he said.

The First Order was less a historical book and more a collection of propaganda that united a radical division of what had once been a peaceful order of earthbenders and patriots. Now they were little more than glorified terrorists. They claimed the books contents was a collection of doctrine that their original leader and founder, Avatar Amber, had laid down for them, but it was grossly misinterpreted by modern members of the organization. The title itself referred to the first order she had given them: defend the Earth Empire.

"Oh, but surely you know something about orders... don't you... Tukson?" she asked, leaning against the counter.

Meanwhile, her associate, the boy in gray, was shuttering the windows, dimming the light. He didn't want anyone to see what was going on inside the store. Tukson took notice immediately, but resisted the instinctive urge to flee. The green-haired girl would cut him down, he sensed, before he made it to the back door. Neither of them were armed, but he could tell easily enough by the way they moved they were benders. Not earthbenders either.

"You know who we are, right?" she said, bringing his attention back to the here and now.

"... yes," he said. When the head of his order had made his deal with the Combustion Lady and her subordinates, they'd all been brought up to speed on their new allies. Including the boy assassin and his pickpocket companion.

"And you know why we're here?" Emerald inquired, starting to sound more interested the more she questioned.

There wasn't much doubt at this point. "Yes," he replied, more firmly. Subtly, his fingers flexed, and dark nails began to elongate and grow into razor sharp claws. There was no earth to bend in the store, the walls were wood, but if he could get outside he might be able to make use of some cobblestones. In the meantime, he always had his claws.

"Are we gonna fight?" she asked, almost sweetly.

"YES!" Tukson growled, lashing out with his nails.

But mid-swing he froze in place, giving a strangled gasp. His whole body contorted painfully as his limbs refused to obey his will, the blood inside of his veins rebelling against him. Emerald grinned, hands upraised and fingers splayed as she tugged at the invisible strings of her new puppet, forcing Tukson to kneel before the two of them.

Mercury wove his arms in a complicated pattern and drew them apart, sucking the very air out of Tukson's lungs in the process as the helpless victim gasped ineffectively, unable to cry for help, unable to plea for mercy. Not that it would have mattered, such pleas would only have fallen on deaf ears. Mercury and Emerald had a mission to complete, and they intended to see it through to the end. Tukson had betrayed the Dai Li. There could be but one fate for such a traitor.

Moments later, he fell like a puppet with its strings cut, collapsing on the floor of his store.

* * *

It wasn't even an hour later that Emerald and Mercury found themselves back in the warehouse hideout that their leader had selected for their use. Members of the Dai Li were working hard to unload the crates Roman's Equalist thugs had been working so hard to steal, distributing the hardware to where it was most needed. Mercury had to admire their efficiency, with a little earthbending they sent the crates along a series of conveyors to any part of the complex they needed in seconds. Very nice indeed.

"Honey, we're home!" he called out.

The Dai Li ignored him, but at the far end of the room, two non-benders turned to give them their full attention. One was a girl in pink with a parasol resting across her shoulder and a casual smile, while the other was a red-haired man with a pencil-thin mustache and a sour expression on his face.

"Oh wonderful, the kids are back..." Torchwick said with a sour look on his face. "I suppose it was too much to hope you got yourselves killed on your mission?"

"What, executing one traitor? What do you take us for?" replied Emerald, planting her hands on her hips.

"Well to be fair, our friend Roman isn't a bender, he might've had much harder time taking down Tukson," Mercury said smugly. "Probably why Cinder put us on the job instead."

Growling, Torchwick grabbed the electric baton from his back and pointed the blunted tip up under Mercury's chin, forcing the boy to recoil. "Listen you little airbending punk... if it were up to me I'd take you and your little bloodbending street rat and...!"

"... and do what, Roman?"

Cinder's voice cut through the air like a knife, instantly dissolving the mounting tension between the benders and non-benders... and replacing it with a newfound dread that washed over all of them. The dark-haired woman strolling their way was less a powerful firebender than she was a force of nature. None of them dared to challenge her.

"Uh... not kill them?" Roman suggested meekly. He dropped his baton away from Mercury reluctantly.

"Good. Now... why don't you give me your report?" she asked in a way that was not really asking.

"We're almost ready to move," he promised. "We got in the last shipment today. Two days, you give the signal... boom. A whole lotta chaos all across Vale."

"And the school?"

That brought Roman up short. "The school?"

"Beacon is our primary objective," Cinder said softly. "Surely you would not neglect such an obvious target in your plans?"

"Well, there are children there... I, well I didn't think..."

"Don't _think_ ," she said, her voice carrying an undercurrent of threat. "It's not your strong suit..."

"Beacon won't be a problem," a new voice cut in, as Adam joined their conversation. "I've made my own arrangements. Beacon will be at the very center of everything."

This seemed to please her, for she nodded. "And in the confusion... we remove elements of leadership and install those from our own ranks to assist in the rebuilding... claiming the school for ourselves."

"And the children," Emerald added.

"Exactly."

"And then what?" asked Torchwick.

Cinder glanced his way briefly, quirking a single dark brow, then decided he could know that much. "And then, dear Roman... we've won."

For a moment there was silence, then a brief guffaw brought three pairs of eyes to bear, locking onto the shaking form of Roman Torchwick. Not from fear, from a vain effort to hold back his laughter. Eventually, he just gave in and threw back his head, cackling like a hyena even as the others continued to glare him. Neo spared him a brief glance, but wisely refrained from making any sort of comment. For either side. Her expression was carefully neutral.

Finally, however, he managed to get himself under control. "So, that's... that's the plan is it?" he asked, not bothering to keep the skepticism out of his voice. "Invade Beacon, capture the students... nevermind the teaching staff... I assume we're going to try and fight the Avatar as well?"

Mercury rolled his eyes. "You imbecile... Ozpin's been dead for years."

 _That_ made his humor evaporate in seconds. "What?" he asked dully.

"The Avatar perished a long time ago," Cinder explained. "I should know. I was there."

Her eyes lit up with a golden glow, and the smile on her face told Roman she was anything but lying.

"But the Avatar... the Avatar can't _die_ ," protested the non-bending thief. "He just... gets reborn into the Elemental Cycle again, doesn't he?"

"He or she," Emerald remarked.

Cinder seemed pleased with her. Her green-haired subordinate was keeping up with the situation far better than some anarchistic thief. "Correct. The Avatar has been reborn somewhere in the Elemental Cycle. Specifically, somewhere amongst the Air Nomads. That's precisely why we must take control of Beacon soon. It... behooves us... to find the Avatar before _they_ do."

"So we can... destroy him again?" he guessed.

She smirked in amusement. "Oh Roman... so small minded you are. We're not going to _destroy_ the Avatar. We're going to do far better than that. And far, far worse... to them."

Her eyes glowed again with a terrible inner light as she spoke, and Roman felt his soul shrivel a little under the intensity of her gaze. This was indeed a woman of vision, someone with truly grand plans. Possibly insane plans. But he'd come this far thanks to her guidance, he couldn't very well back out now. He'd end up just like Tukson. Or worse. At least his death had been relatively quick.

A betting man, Roman knew you didn't go up against the house. Sooner or later, it always won.

* * *

Unable to sleep through the night, Ruby had instead slept through the morning, while her roommates and teammates had gone their separate ways. Awakening from a sleepless rest, she'd crawled into her clothes, splashed some water on her face, and gone to the observatory where airbending lessons were held. There was no one there, of course, since it was the weekend, but she wanted to go over her technique. If nothing else, she hoped the familiar motions might relax her.

Gently raising up her hands and closing her eyes, Ruby began to go through her forms.

The soft boom in the distance caught her attention midway through one of her techniques, and Ruby paused, easing up her stance and making her way to the open window. It was raining faintly, a light drizzle that would do wonders to nourish the grass, and thankfully tilted at such an angle it did not bother her in the archway of the window. The cool breeze on her face smelled faintly of ozone, and the skies were blanketed by gray clouds. She must've heard the distant boom of thunder.

She saw a flash of white amongst the clouds, and remembered a trick her uncle had once taught her about telling just how close it was by counting the distance between the lightning and the thunder.

"One air bison..." she counted, before she heard the boom. Much louder, and much closer this time. She winced from the volume of it, stepping away from the open window.

The storm was very close... and it was only coming closer.

* * *

 **Authors Notes:  
** A somewhat quieter chapter (as well as a fun flashback) to put some elements into place before everything goes to hell later on. As well as making the great big reveal (like you didn't all see it coming) that yes, Ozpin is indeed dead, and his colleagues are covering for him while they search for his successor/reincarnation. Like you don't all know who it is by now.

In RWBY canon, the scene with Tukson was meant to introduce Emerald and Mercury and showcase how ruthless they were. In this story, since most already know they're villains hiding in plain sight, it was to show they have bending abilities on a whole other level to everyday students. Fans of the Avatar series may recognize the bloodbending and suffocation techniques.

Someone has also correctly pointed out to me that Ozpin's murder occurred fifteen years ago, and thus it couldn't have been Emerald and Mercury who were the waterbender and airbender helping Cinder who carried out the deed. In that respect, I done goofed. But since they were off-screen, I _TOTALLY_ planned that, and it was _OBVIOUSLY_ Marcus Black (not Guru Marcus) and Emerald's Father's Brother's Cousin's Former Roommate. As for Cinder? She moisturizes.


	10. Keys to Victory

The rain from the storm was oppressively powerful, and it ruined the weekend of many a young person, not just the students of Beacon. However, by the time Monday rolled around, the storm had ended, the rain had stopped, and the sun was shining again. If anything, the inclinent weather had washed away any clouds and left nothing but clear, open skies. Perfect weather for travelling.

Or in the cases of a military, marching.

Thus it was that Vale saw an influx of troops from the Earth Empire, rolling into town in their metal tanks and marching in formation through its gates. Not enough to seem like an invasion, but it projtected a strong image of the Empire's strength and resiliency as its green uniformed troops began to take up positions all around the city, fortifying its high walls. Zepplins in the skies too, heavily armored, no doubt containing even more troops. Probably weapons too. Not all in the Empire were benders, after all. Glynda counted at least a dozen, and that was only the ones that had arrived in the last few hours. Who knew how many more were on their way?

There was a woosh of air behind her, and the door to the elevator slid open.

A man stepped out, tall and imposing, with a graying crewcut swept by lighter shades of silver at his temples and a dour, serious expression permanently etched into his face. He wore a uniform of dull green, capped with steel at his neck, shoulders, wrists, and waist. These only served to emphasize his already impressive figure, which looked like it belonged to a man half his age. Overall, his the impression one got from him with just one glance was sturdiness. Bordering on inflexibility.

"General Ironwood," she greeted him politely. Then, once he was closer, more personally. "James."

"Glynda," he replied, his features relaxing into something akin to a smile. "You're looking well. Acting as Headmistress must agree with you."

She rolled her eyes behind her glasses. "You can give up on the charm, I've built up quite the healthy immunity over the years."

"Yes the cold shoulder of the 'Water Witch' is legendary," James agreed. "But I know you better, Glynda."

Her look softened as he approached, but they weren't able to enjoy the tender moment because the elevator chose that moment to arrive, the doors hissing open again. Glynda drew back from James as he glanced up at the newly arrived individuals. Within the elevator compartment were two of Beacon's senior teaching staff. Doctor Bartholomew Oobleck, who taught Air Studies and History, and Professor Peter Port, who was their firebending and teacher on more Grimm subjects.

This was Avatar Ozpin's inner circle. His closest and most trusted of friends. When they'd been younger, they'd gotten up to quite the mischief in their work to make the world a better place. It had been downright insane some days. But as time had passed and they'd gotten older, they'd drifted apart, finding their own work. Three had eventually settled with Ozpin to become teachers at Beacon, while Ironwood had gone on to raise and rebuild the Earth Empire following a rather devastating change in leadership.

But through it all, they had maintained contact with one another. They had to, in order to enact Ozpin's plan.

"General, good to see you again," Oobleck said with a bow. Ironwood returned it, though it was more of a tip of his head than a full bow at the waist.

"Professor Oobleck. Good to see you ag-"

"Doctor," interrupted the green-haired man, adjusting his glasses. "I did not pursue a doctorate in historical studies to be addressed as a mere professor. No disrespect."

"None taken," Glynda retorted dryly. Considering she was technically headmistress of the school (though few knew that) she still outranked both of the other teachers. Ozpin's final instructions had been quite clear on that point. Honestly, she still didn't know why men bothered so much with titles. It was all such pointless posturing. Real power and real respect didn't need such things.

Port harumphed, neither agreeing nor disagreeing with his colleagues remark.

"Well, we're all here at least," Ironwood said. "We can get started."

Politely clearing his throat, Port raised his head. "Before we do, has there been any word from Qrow?"

"None."

The last member of their inner circle, Qrow was more than just the uncle of Ruby Rose and Yang Xiao Long, two of their newest students, he was also easily one of the strongest of their generation. A prodigy, some might even say. A very powerful bender and a good friend, nevermind the drinking issues he was saddled with. Then again, after some of the horrors he'd witnessed, well, a lesser man would be compelled to do far worse than drink. He'd been working as a scout for the last decade or so, trying to learn more about the enemy who'd killed Avatar Ozpin. And they'd lost touch with him a few months back. Very much not a good sign. Especially considering the nature of his last few reports.

"Then we'll have to proceed without him." Ironwood cut through the silence with all the grace of a sword strike. "I know I've made this argument many times before, but again I think its time the public knew the truth."

Glynda, of course, quickly took the opposite side of this on-going debate. "They're not ready, James. If we tell them Ozpin is gone now, during a time of crisis such as this, it's only going to stir up more panic."

"Panic which will lead to fear," Port added gravely.

"And fear which will bring the Grimm," Oobleck added at his side. "To say nothing of the spiritual impact."

A fist slammed down on a nearby table. "Spirits be damned," retorted Ironwood. "This is _our_ world, not _theirs_. And its the same story, people aren't ready, its a time of crisis. It's always been one, and will continue until the new Avatar is found. People are already starting to ask questions. The Earth Emperor, the Fire Lord, even some of the Air Elders are wondering why Ozpin has gone dark. And they are looking to us for answers. And our lies are only going to grow more difficult to maintain as time goes on."

"What would you have us do, General?" asked Oobleck.

"Give the girl the test," he replied immediately. "If nothing else we need to know if our suspicions... _your_ suspicions... are correct."

Glynda just as quickly cut him off. "Out of the question," she replied. "We don't know for certain it's her yet, we only have an inkling... this whole situation is... is wholy unorthodox. Ever since Ozpin was attacked and killed we can't be certain of anything going as it's supposed to."

"We're off-script," nodded the Fire Sage Port at her side. "It may not even be here."

The general wasn't so easily deterred. "But you said..."

"I said what I said and I mean it still," Glynda said quickly, cutting him off. "And she _could_ yet be the one we're looking for. But she's not the only one. And if we test her and she fails, we run the risk of this entire facade falling apart. For one thing, she doesn't strike me as the most discreet of individuals. And her sister is even worse."

Oobleck and Port, their primary bending instructors, nodded in agreement. And in unison, no less.

"And even if she is the one... she needs time to prepare."

Ironwood disagreed. "We don't have the luxury of time. Not anymore. Our enemies are moving, and we've lost track of them thanks to Qrow's vanishing. We have to make a decision soon to deal with them, or else everything we've worked on... this peace we've been enjoying for so many years... will come tumbling down like a flipped pai sho board."

He let the argument go at that point, seeing he'd made his point, and equally that they would still vote against him. Three against one. He might've managed two, if Winter was here, but she was still keeping an eye things on the northern front. He needed someone reliable there, and Winter was easily the best he had. He had to go along with the consensus of the others. Even so, General Ironwood planned to be ready when the time came, no matter the outcome. He had to be. If they failed... they would lose everything.

"If we can't test the girl," Oobleck said slowly, as if voicing aloud his thoughts as they formed. "Perhaps we can test our enemies instead."

"How so?"

The green-haired doctor turned to his fire sage compatriot. "The Future Industries company is having some sort of big event in the near future, aren't they?"

He nodded, his firebenders frequently graduated and went on to do business with the company, so Port was well-known and respected by the Poledinia's. "That's right. A grand unveiling of their latest project. This weekend. Something to do with... magnets."

"That's partly why I'm here now," Ironwood added. "And with the fourth fleet with me. Future Industries was requesting additional security following the theft of their Paladins. Including the prototype. They don't want a repeat of it."

"What's your point, Bartholemew?" asked Glynda, unsure of where this was going.

He raised a finger to punctuate his remarks. "At this point the people in _this room_ are the _only_ ones who _know_ the Avatar has reincarnated. We... and those who did the killing. Maybe not all of them, but at the very least the assassins Qrow spoke of. Ergo, they know as well as we do."

"Go on," she said, having an inkling of where he was going.

"We spread the word that Avatar Ozpin is going to be making a public appearance at the unveiling..." he explained, swiftly holding up his hand when they looked ready to protest. "Obviously he can't, we can arrange easily enough for a last minute cancellation on his behalf. The people shouldn't question that too much, we've done it before. But our _enemies_ will recognize the _truth_ of such a lie."

"The truth of such a lie?" Ironwood repeated.

"The truth of such a lie," Oobleck repeated. "That we have found the new Avatar, and intend to introduce them to the world. Very publically."

"But we..."

"... haven't?"

"Yes, but _they_ don't know that," he said, finger still upraised. "And consider their position. When they struck at Ozpin he was defenseless. He was... he was getting on in his years," he paraphrased, feeling it a disservice to his friend to call him 'old.' "... and he was alone and they took him unawares. Right now they could, conceivably, still find the Avatar before us. Get to him... or her... and finish what they started fifteen years ago. But the instant the Avatar becomes a public figure, they're equally difficult to get alone."

"Protected in plain sight," mused Port, rubbing his mighty moustache.

"And before that happens, they need to make their move. And we can be ready for them."

"That's an awful lot of gambling, Bart," said the bespeckled blonde, feeling an uncomfortable chill. "People's lives will be at stake."

His response effectively ended any other argument she might have made.

"They already are."

* * *

The grand announcement was met with mixed reactions. Some were excited, but most simply hadn't the interest in such things as unveiling new technologies or even the Avatar making a special public appearance. Despite being world reknowed as the greatest bender in the world, not everyone felt they agreed with what he stood for or seemingly represented. Even so, the turnout for Future Industries promised to be quite the big event indeed.

Geppeto Polledenia had been quite flattered to be asked to host such by the teachers of Beacon, and gladly acquiested to their request. Privately, he hoped the appearance of Avatar Ozpin would help reassure investors in his company to continue funding his projects, which would be to the benefit of all mankind.

Penny was excited too, but for different reasons.

She was happy that Ruby Rose could be there with her during the unveiling.

* * *

The two girls had become thick as thieves in the past few months, ever since Team RWBY had thwarted the theft of a Mecha-Tank Paladin and come to the attention of Future Industries. The others didn't exactly dislike Penny, but they couldn't seem to find many common interest with her either (though Weiss probably came the closest with her understanding of business), and so had drifted apart. But Ruby loved spending time with the wealthy, sheltered heiress. Together they toured the city, seeing the sights, or else wandering about the Polledenia estate together, tinkering in Penny's father's workshop, or else taking a few laps around the racetrack. Ruby had no knack for tech, but she loved innovation and sometimes she said or did just the right thing to further inspire Penny, an amateur inventor in her own right. Otherwise, she simply settled into a car with the red-haired girl and enjoyed the feel of the wind rushing past them.

Today, they were car racing again. Well, not exactly racing, they were sharing the same car, and they had no competitor on the track today. But Ruby was still driving uncomfortably fast around the track. Penny had let her have the wheel, giving her some fine pointers on how to drive, though the way she gripped the framework to either side of her made it abundantly clear she intended to snatch control back the moment she felt they were heading for a crash.

However, her fears turned out to be for naught. Ruby eased back on the accelerator and shifted gears with only a minimal of crunching, eventually easing them into the pit and coming to a full stop. Ruby hopped nimbly out of the car, tugging off her helmet and goggles, and turned to Penny as she did the same, smiling so brightly her teeth seemed to reflect the sunlight and sparkle.

"Whoo! That was amazing! Penny you are the best friend to have like... ever!"

The redheaded girl beamed a smile at that, unaccustomed to such praise and affection. Oh, her father loved her, that was never in question, but he was a busy man. And ever since her mother had died, Penny had been brought up by a series of very professional housekeepers and business associates. Like Ciel. They were kind, and polite, but they never truly got to know her. Not the way Ruby did.

"You're a wonderful friend too, Ruby," she replied. "It's been so much fun hanging out with you. Oh, speaking of which, tomorrow is the unveiling of our new Mag-Rail Track. Were you interested in coming to see it?"

"Sure! Tomorrow's our day off from school so we can come by anytime."

"Well it starts at eleven, but afterwards I can give you a personal tour of the whole thing. We're sending the first train from the Future Industries Main Headquarters all over the city on a test run. You can be a part of that if you want."

"That sounds sooooo coooool...!" Ruby breathed, stretching out both words to indicate just how excited she was.

Penny just smiled, finding her friends enthusiasm infectious. After a quick shower and a change of clothes, the two of them were walking down the steps towards the foyar, to the main door. Their destination was the living room located adjacent to it, where Penny was going to show Ruby some new designs she'd been working on the last few months. She'd finally developed several prototypes. Unfortunately, standing in the foyar was a familiar shadow, who caught Penny's eye as soon as she was within sight.

Ciel quietly indicated her watch, and the heiress' eyes widened in realization. She was late.

"Uh, oh, it's getting late... I'm ever so sorry, Ruby," Penny said politely. "I completely lost track of time."

Unfortunately, given her friend was the heiress of the richest company in Vale (possibly the world) Ruby had come to expect this sort of thing, and tried to meet the setback with dignity and grace. She rolled her silver eyes and gave a long suffering groan. "Is it another boring board meeting? Can't you skip it?"

Penny shook her head gently. "It's not like that. I promised my father I'd help him with final check on the mag-rail. We're going to be working late into the night so it's all ready for tomorrow. But I'll see you then, okay?"

"Sure thing! It's going to be a blast!"

Penny smiled, the dimples on her cheeks standing out as she watched Ruby depart with a wave of her hand.

* * *

Humming to herself, arms swinging and cloak waving behind her, Ruby exited the Polledenia estate with a skip in her step and not a care in the world. She felt like she was walking on clouds. Visiting Penny never failed to put her in a good mood, and it helped dispel the worst of her nightmares and ominous feelings she'd been having the past few weeks.

She was back on the street and turning a corner on her way back to Beacon when she bumped into someone and knocked flat on her backside. A trio of someone's actually.

The two in front were a boy and girl not much older than Ruby was. She was in dull blues and browns, with a shock of long hair the color of pale emerald, and eyes brighter than rubies. He was dressed in some tightly-fitting gray robes, and on his feet wore a pair of steel boots.

But it was the woman between them that truly drew the eye, wearing a red dress with some shoulder guards typical of Fire Nation fashion, which ended in a medium-length skirt halfway down her legs. Her most arresting feature, however, was the tattoo in the middle of her forehead, that of a third red eye.

"Oops!" Ruby said cheerfully. "Uh, sorry, didn't see you there."

The boy and the girl glanced at one another, then back at their compatriot in the back.

"No harm done," the dark-haired woman replied. Then, glancing at the gray-haired boy, chided him with a gentle "Mercury, where are your manners?"

He offered a hand up to help Ruby up, which she gratefully accepted.

"Nice to meet you," the dark-haired airbender said, shaking the same hand that had helped her up. "Ruby Rose. You're Mercury, aren't you? I think we have classes together. Are these your teammates?"

"Sure," Mercury said with a smile that didn't quite reach his eyes. "This is Emerald, my partner."

The green-haired girl tipped her head politely, but made no comment.

"And whose this?" asked Ruby, indicating the third member of their party. Curiously, the tattooed woman seemed to hesitate.

"... Cinder," she replied after a moment's thought. "Cinder Fall."

"I'm Ruby Rose," she said with a polite bow. "It's nice to meet you."

The dark-haired woman smiled, her eyes seeming to almost glow like gold. "Likewise, Ruby Rose."

Blink.

Ruby paused, tilting her head slightly, studying Cinder as if seeing her for the first time. Or rather, seeing her _again_. Something about her felt familiar. Something about those eyes. Like liquid gold. And then there was that tattoo of a third eye on her forehead, red as blood. They made Ruby feel something on an instinctive, even spiritual level.

She felt fear.

Cinder was dangerous.

"Well, it was nice meeting you... Ruby Rose," Cinder purred, as she and her compatriots stepped past and around her to continue on their way. The dark-haired woman paused, glancing back at Ruby as if seeing her for the first time as well, brow quirked as if noting something interesting, and then continued on. Ruby watched them go.

She started to walk on instinct, continuing home... then Ruby paused at the end of the street and looked back. Watched as Cinder and her teammates walked around a nearby alleyway and vanished from sight, still feeling something akin to a chill run down her spine. For a moment, she wanted to keep going, and her legs started walking again. She was halfway down the block when she paused and looked back again. Then, despite what could be called her better judgement, she turned around and went back the way she'd came, ducking down the same intersection she'd seen them go.

Maybe she'd just find them at a coffee shop chatting away, like her own team was wont to do on occasion. Weiss preferred tea, of course. But it would be all perfectly natural...

... if it wasn't the middle of the run down district Ruby found herself in. It wasn't far from here she and Team RWBY had taken on Torchwick in his Mecha-Paladin, and a little ways down from there, the location of the Iceberg Lounge. Not quite Triple Threat territory, but Ruby was starting to feel more anxious by the minute. She drew her red cloak more tightly around her shoulders and upper arms, letting it cloak her body beneath it, dimming the colors of her bright air nomad robes. Ruby also drew up the hood to hide the upper part of her face from view. In the dim light of the setting sun, she easily blended into the lengthening street and alleyway shadows.

She picked up sight of Cinder again, along with her two cohorts. They'd just vanished into the backdoor of a warehouse. Ruby slid into a nearby alleyway silent as a cloud, tilting her head around the way to peer at the door. For a while, nothing happened... then almost as soon as they'd entered, they re-emerged. Ruby thought she caught a glimpse of dark green before the door shut, but couldn't be sure, she had to hide herself down the alley again as Cinder, Mercury and Emerald walked past her hiding spot and back to the main street.

Curious, Ruby waited a long moment, standing there hidden in the shadow of the alleyway, counting to herself. When she reached one hundred 'air bison' she stepped out of the alleyway and all but flew down the street to the doorway, leaning against it. With the greatest care, she turned the knob, surprised to find the door unlocked, and pushed it in, all without making the slightest sound.

Slipping easily into the warehouse, she found it was reasonably well lit by a lantern sitting on a nearby crate. More such crates stacked up along the walls, but the overall interior was largely empty, waiting for storage. Here and there, however, stacks had been cleared away to make room for other accomodations, including makeshift desks covered in papers and even a fold out chair and bed on one side, the covers freshly rumpled as if from use.

It wasn't an abandoned warehouse. Someone as operating out of here.

And there was a Dai Li there.

Ruby hadn't made a sound, but the opening of the door still caused a stir in the air and a shift in the light, and the Dai Li agent was quick to notice such things. Their head swung around, conical hat concealing their face, wearing the traditional robes of the Dai Li. The slight figure indicated it was a girl, or at least a very young person. Reacting swiftly, they flung up an arm, launching a rock glove from their hand right at Ruby.

She was quick to catch the rocks in a sphere of wind, not unlike her air scooter technique, and spun on her heel, going with the momentum the same way she'd seen Weiss do on more than one occasion. Then, her turn complete, she launched the rocks right back at the Dai Li.

They threw up their hands, catching a few and scattering the others, but one smaller rock struck their head, knocking off their conical hat. Their headgear went tumbling down to the ground, rolling along the floor, leaving the Dai Li's face exposed. As well as a pair of horns on their brow.

Ruby blinked in surprised. She recognized this girl. "Wait a minute, I know you! You're-!"

The antlered faunus sneered up at Ruby, making no further attempt to conceal who she was. It was the same girl who'd been racing Penny back at the Future Industries. One of the workers in her company. And that meant...

Throwing a punch and a rock meant to cave in Ruby's head, the young airbender rolled out of the way and swept out with a wind kick that knocked the girl's feet out from underneath her. Ruby followed up with a heavy wind push that knocked her into a nearby wall, rendering her unconscious.

The wind also stirred up some papers on a nearby table, catching Ruby's eye. Swiftly she caught one before it could flutter to the ground, setting it on the table beside the others. Perhaps they could offer some clue as to what the Dai Li were up to. Some of them looked familiar, but the rest...

 _Wait a minute_ , she thought. _I recognize these_.

These were blueprints to Future Industries main tower in downtown Vale. Though they owned and operated factories all over the city (and sometimes beyond) that was their primary office building. It was the site they'd chosen to unveil their grand mag-rail track, which would run throughout the city and (in a few years) the Earth Empire as well.

It was also where Penny and her father would be.

And a lot of the structure had been circled in red. Weak points located along the buildings structure. Applying pressure, any sort of pressure, could only mean...

Oh no...

Ruby felt a chill run down her spine, and her hair stand on end. But it wasn't purely out of fear. It was something in the air. Literally. She yanked her head out of the way seconds before the electrified bola came spinning over her head, smacking into the far wall and cracking the stone. In seconds Ruby was turning around, assuming a bending stance. The deer faunus was still out like a light, but she had company now. Company clad head-to-toe in leather with bright red hair and a hideous moustache.

Roman Torchwick.

"You really just love to keep interfering, don't you Red?" he spat distastefully.

"You!"

Ruby hurled herself forward and went rolling along the ground, smoothly sliding to her feet moments after Torchwick charged her previous position, swinging his electrified baton. He missed her by mere inches as Ruby ducked and dodged aside, determined not to let him get in another hit. Even just one could end this fight, and not in her favor.

"My friends'll be grateful when I finally get you out of the way," he said, swinging his baton again. Ruby grabbed up a metal pipe lying on the ground and deftly countering with it, ignoring the sting of the brief electrical contact between metal weapons. All young air nomads were taught at a young age the skills of the quarterstaff, and Ruby was no exception. Deftly twirling it over her head, she used it enhance her airbending, creating a wide burst of wind that pushed Roman back and gave her some breathing room.

"But what've the Dai Li got to do with all this? What do you gain out of it?!" Ruby demanded. "What did Future Industries ever do to either of you?"

"Asking the wrong questions, kid," Torchwick replied non-challantly. "It's not what I have to _gain_ , it's that I can't afford to _lose_."

She hurled another wind wave his way and followed it up with an air punch to try and catch him off guard, but again he ducked underneath it at the last minute, somehow able to sense the way the wind was blowing before it ever impacted him. While not a bender, Torchwick had fought against many, and knew all their styles. Even airbending by now, and deftly managed to duck and dodge and parry aside her gusts of wind before getting in close and striking her with his electrified baton. Ruby let out a gasp as she was flung backwards, clutching her stomach weakly as she sank to her knees. Her makeshift staff clattered to the ground beside her.

With her crippled, he didn't press the attack, resting his baton on his shoulder as he strolled over to a pile of crates, leaning against one casually.

"Well, a little persistence should pay off... not that it'll do you much good at this point. But by all means, Red, stay and try to fight the good fight. I, on the other hand, am hedging my bets. Which means right now... I'm out of here."

He kicked over a nearby crate, revealing an open sewer grate beneath it. An escape route, plain as day. He was hoping to just waltz out of here like he was evading a parking ticket, and people were going to be hurt. Possibly even killed.

A cold fury unlike anything she had ever known swept over Ruby. And with a wave of her arms, Ruby swept not only the blueprints aside, but the entire table as well, sending it smashing into the far wall. The winds began to pick up around her body like a miniature tornado, making her red cloak billow behind her dangerously. Despite this, and feeling a genuine fear for his life, Roman Torchwick still managed to sound reasonably level as he laid out the situation for her more clearly.

"Now you _can_ try and stop me, and you might... might, I might add... have a shot at overpowering me," he said, his voice still full of menacing despite the way his legs were feeling shaky. "Take me to the police, put me away, all that jazz. But you do that... and there's no way you'll ever get there in time."

Ruby flicked her silver gaze down the window, out across the city, to where the Future Industries Headquarters would be. Torchwick was right. If he escaped now, she could recapture him later. But if she didn't go now, people could die.

And he knew it.

"See ya later, kid!" He tossed off a mocking salute as he vanished down the sewer grate.

Giving a rather uncharacteristicly aggressive snarl, Ruby took off running, bursting out of the warehouse, her cape flapping behind her back as she tore off down the streets like a wolf-bat out of hell. Ruby threw down a gust of air and hopped onto her air scooter, zooming along the streets as fast as she could towards Future Industries.

* * *

 **Authors Notes:  
** Obviously, with Penny as a real girl instead of a machine, had to alter/actually give her a backstory, so borrowed heavily from Asami Sato's. Some have inquired if this means her romantic interests as well, to which I'll reply with a drawn out ' _maaayyyybbeee_.'

I know it was a little easy for Ruby to just stumble upon the plans of Torchwick and the Dai Li, but I wanted to move the story along to the juicy elements, and so sacrificed a bit of intrigue for more action. It's also why I had 'Dearie' retroactively one of the workers at Future Industries, tying her in with them and their role in the attack.

Next time is when things kick off.


	11. Unstoppable Force

_It was time_ , Cinder knew.

Everything was in place. A decade and a half of careful planning had finally come to fruition. Roman had done his job organizing his crooks and Adam was keeping the Dai Li focussed. She, Emerald and Mercury were in position to strike. It was a new moon tonight, meaning the power of waterbenders would be at their weakest. Likewise, the sun had just begun to set on the horizon. Those who held the power of fire would also be vulnerable. All but Cinder, of course, but she boasted a piece of the Avatar's eternal flame within, whom else could possibly hope to match her? No, tonight it was time. Time to claim the school and prepare it for the future.

Tonight, Beacon fell.

It wasn't coincidence Cinder's forces had been careless. From Torchwick's flubbed Paladin heist to the chaos the Dark Spirits were causing in the wild, all of it carefully orchestrated. She'd allowed Vale's defenders to see a tiny portion of her work knowing full well their over-active imaginations would fill in the remaining gaps. And now in their panic they were trying to bait her into a trap, without knowing it was, in fact, they who were the ones walking in her trap. A trap she now moved to spring.

Tonight, Beacon fell. Tomorrow... who knew what they would be capable of? Cinder felt almost giddy with anticipation, though outwardly she was calm and cool as a piece of ice.

Her eyes lit up with an inner, golden fire as she gave the signal. A simple one word phrase:

Begin.

* * *

Finished with the set-up for the podium, Penny took a moment to exhale a breath and wipe the back of her palm against her forehead. She wasn't quite sweating, but she was definitely feeling her exertions as she and Geppetto made sure everything was in place. Nearby, Ciel was going over their schedule for the next week, and beside her were two of Geppetto's employees, setting up chairs and bleachers for the attendees. There wouldn't be enough for everyone coming, not with news Avatar Ozpin was going to show, but they figured they'd have enough seating for at least the first hundred or so. And of course the best seating already reserved for the Avatar and his fellow teachers from Beacon.

Everyone else would have to stand.

The podium was actually the train station's boarding ramp, since the Future Industries main headquarters would double as the new grand station of Vale. Geppetto's microphone stand stood right in front of where the tracks were, and in the morning, when the train was behind him, he'd give his inspiring speech then he, Penny, and a handful of others would take the very first ride in the mag rail line. Once around the city and right back here.

She smiled to herself, imagining standing beside her father, and Ruby beside her in turn, and just enjoying the feel of the train whooshing along the tracks, even faster than the race cars she test drove...

...

Penny paused in her musings, lifting her head. What was that she heard?

A sort of... whooshing sound, now that she thought about it. Glancing up, Penny spotted a train coming down the tracks. Its design was sleek and very modern, and she recognized it easily enough from countless hours going over the blueprints. It was the prototype they were introducing tomorrow. She hadn't heard the usual sound of metal on metal because the magnetic rail design was almost completely silent.

 _Hmmm, that was strange_ , she thought. The test train wasn't supposed to be in for another hour. They still had to clear the tracks, park it, and get it ready for tomorrow. While Penny and her father were going home for a good night's rest long before then, a crew would be staying behind to clean it up and keep it under careful watch. But it was much too early for any of that.

 _Oh well_ , she thought, everyone was excited, including her. There were bound to be a few minutes early. They'd just have to park further down the track for a bit...

By the train wasn't stopping. Curious, Penny tilted her head, shielding her eyes with her hand, and peered more closely. She couldn't see anyone in the drivers compartment in the front. Something was wrong. It even looked like it was starting to speed up. And then there was that faint sound in the distance, rising almost in time with the speed of the train. It sounded faintly like sirens in the distance. And alarms going off.

It was almost as if...

Penny looked up in alarm, eyes wide.

"DAD!" she called out to him, reaching out futilely.

* * *

The train flew into the opening of the facility, speeding past at a dangerous pace through the railway station where Penny, her father, and their employees were working. It did not stop, indeed could not stop now that it had been set in motion. The Dai Li had done their work well. Its brakes had been cut, and its accelerator pushed down by a cement block, eliminating the need for one of the fanatical faunus to sacrifice themselves to see its mission through. It sped along like a great metal rocket until it slammed nose first into the buffer barrier erected at the other end of the track.

Then, there was a great eruption of fire as the barrels upon barrels of blasting jelly loaded onto the train went off, creating a more massive explosion than could be recalled in living memory.

Right in the center of Future Industries.

* * *

Sirens were already ringing in every corner of Vale as the police took to the streets, but instead of warning of incoming danger, all they did was further incite panic and confusion. Twice Ruby had to change directions because people were fleeing in the opposite direction she was trying to go, either on foot or by vehicle. Eventually she had to settle for creating an air scooter and riding it up the side of a wall and along a rooftop. There, she could resume her breakneck pace. It still didn't seem fast enough.

 _Faster_ , she thought, _must go faster_.

Leaning forward, Ruby poured on more speed, wind whipping at her face as she finally spotted the Future Industries Tower. Taking the next turn so sharply she nearly veered clean off the roof's edge, she hopped down level by level until she was on the street again. She could see black smoke rising from the building, but it looked relatively intact.

"I might still be in time!" she said, zooming around some frightened civilians who couldn't get out of her way fast enough. "Excusemesorryouttamyway!" she screamed as she went past.

However, just as she reached the open courtyard in front of the building, she heard a terrible crunching sound. An awful, ominous groan of stone and mortar and rock _breaking_. Looking up in horror, she saw the topmost floors of the building start to collapse. One level gave way to another, and faster than a stack of playing cards, the whole thing came tumbling down, so fast and furious she could only gape in horror. A great wave of smoke washed over Ruby as she threw up her arms to shield herself from the sudden rush of wind.

For a moment, all that could be seen was a white cloud of dust, until Ruby threw up her arms and blew it away with a tunnel of air, clearing a path for herself to the building. If it could still be generously called that. All that remained of Future Industries was a great huge mound of rubble and rock. The circle of destruction was mercifully small, the demolitions had been expertly done, but the building was thoroughly destroyed. There was no way anyone inside could have survived. They'd have been buried beneath it.

Ruby fell to her knees, her legs like jelly, unable to support herself. Tears pooled in her eyes.

"Penny..." she breathed out.

She'd been easily Ruby's best friend outside of her team. They'd had lots of fun, touring the city, seeing the sights, racing automobiles and hanging out together. And now she was gone. This hadn't been Torchwick's doing, though he'd had a hand in it. But he'd only set the stage, and someone _else_ was pulling the strings now. And Ruby realized with a start whoever it was had just _murdered_ her friend.

Silver eyes narrowed as her cloak billowed around her shoulders, and Ruby lifted herself up to her feet with a controlled burst of wind, not even bothering to use her hands. Those were clenching into tight fists at her sides. Silver eyes shone with an unnatural, eldritch brightness, even as tears streaked down her cheeks. Her lips drew into a thin, hard line as the silver of her eyes hardened.

Whoever had done this... she was going to make them _pay_ for it.

* * *

Future Industries had fallen, but it wasn't the endgame Cinder and her cohorts had envisioned. Far from it.

It was only the beginning.

It was also a signal, for being so centrally located as the building was, it was easily visible from almost anywhere else in Vale. Including the walls which encircled the city. Built high and strong, they were built to keep out not invading armies, but the encroaching Grimm menace. Thicker than a dozen feet and higher than six stories, it was built to repel almost anything that could come at it from the outside.

Unfortunately, its designers hadn't quite prepared for the possibility of it being assaulted from the _inside_. Here, high up atop of the narrow ledge on the upper levels of the wall, one of the higher ranked Dai Li stood. As he watched the destruction in the distance, he knew instantly what it meant, that the time had come to act.

Unlike the majority of the Dai Li, he did not wear the traditional robes and hat of his organization. At least, not while on mission, he saved those for ceremonial purposes. Instead, during times like this, he sported a brown vest and leather pants, and concealed his face behind a metal mask marked by red lines at the cheeks. A similar metal covered his right arm and leg, but those were not armorments, they were prosthetics that replaced limbs lost in the ongoing war against the Earth Empire's corrupt leadership. His left arm also bore a number of dark tattoos.

He was Adam's right hand man in the Dai Li. No one knew his true name, he simply went by the monicker of 'Lieutenant.'

Finally receiving his signal, he anxiously reached into his vest, pulling out a detonator. Holding it in his armored arm, he took one good look at the city below... and then without hesitation thumbed down the trigger.

Five hundred or more tons of blasting jelly made for quite the fireworks show as the entire section of wall seemed to just vanish, crumbling into rock within seconds. A great cloud of dust rose up, momentarily obscuring his view. The resulting collapse could be heard clear across town, followed quickly by more screaming.

"The Grimm are inside!" someone shouted. Screams erupted in the air. Almost the instant the wall had fallen, the creatures of Grimm had seized the opportunity, storming the city of Vale. They loped, slithered, swooped, or charged into the city, attacking the people and giving no quarter.

Behind his mask, the Lieutenant grinned.

"The Empire will fall... but will rise again, stronger than ever," the Lieutenant said, repeating the rhetoric of the Dai Li. His fist rose in the air, a promise to see that better tomorrow he fought for.

Like the defenders of Beacon, the Dai Li fought for a cause, believing in a better tomorrow. But unlike the weak-willed benders who flocked to Ozpin's school, the Dai Li were committed. Some might call them ruthless. They would let nothing stand in their way.

Nothing.

* * *

Simultaneously with the breaking down of the walls, the Dai Li's main force struck. They had been using earthbending to dig a series of tunnels all over Vale, using the hideouts of Torchwick as their primary nerve clusters and spreading out from there. Using false businesses to conceal their activities from view, hiding in plain sight. From warehouses and storage buildings to closed cafes and rundown pharmacies. From clothing shops to fruit stands to clock stores.

Even a bookstore.

Now, the Dai Li sprang out of the streets, breaking up traffic and sowing further havoc as they started attacking random civilians. Some were even piloting stolen Mecha-Tank Paladins. Police were quickly dispatched but they were spread all across the city, and fighting the Grimm on top of that. They were divided, and fell like dominos before the wave of enemies suddenly flooding the streets.

* * *

High up in the tower of Beacon, the teaching staff had converged on the nearest window with a view, watching in horror as great plumes of smoke rose from the city. Vale was under siege, and it was well underway. Indeed, they could not help but be a little impressed at the planning involved for such a large scale invasion. In mere hours they might lose everything.

A ding of the elevator signaled another arrival, as Ironwood stepped inside, managing to somehow look controlled and composed as a piece of marble despite the chaos going outside.

"Ironwood, the police...! They're being overwhelmed!"

"Don't worry, that's why I brought an army with me," Ironwood said, tugging on the glove covering his right fist. "We're prepared to handle situations like this. All I have to do is have them redistribute..."

There was a muffled boom, high up in the sky. As the general and teachers watched in disbelief and horror several of the zeppelins with the emblem of the Earth Empire began to erupt into balls of flame, their rotors spouting sparks and smoke as they descended down towards the ground, out of control. Some were even crashing full on into buildings, doing even more untold damage as they came crashing down.

" _That_ army?" Oobleck commented dully, his tone an odd mixture of sarcasm and horror.

Ironwood stumbled backwards, hand slapping weakly at the controls to the elevator. "... I... I have to get out there... my men... my men need me."

"Go," Glynda said, jolting him out of his horror long enough for his discipline to take control again. "We'll defend the school. Get out there and do what you can."

"Yes, ma'am." He snapped a salute as the doors of the elevator slid closed.

* * *

As he had promised, Ironwood's men were indeed disciplined and well trained. Only a short while after the attack had begun, they were already mounting a defense and working to do their best to push back the Grimm horde encroaching on the city. True, they had been caught off guard, and several batallions were still in dissarray, but the rest were already moving into position and standing sturdy as rocks against the crashing waves of darkness.

However, his ground troops could do nothing to stop the crashing zepplins, though they moved swiftly to reinforce the surrounding buildings or evacuate those that could not be saved in time, doing their duty in a way that would have made their General feel no small amount of pride. But his entire fleet had been all but wiped out, and they couldn't even begin to imagine the sort of chaos that would have on the street level.

As the last of the zepplins began to descend, flames licking its engines, a solitary figure could be seen standing at the bow of the plummeting airship. A figure dressed in pink, looking garishly outlandish in a way only circus performers could pull off.

Giving a crooked smile and blinking mismatched pink and brown eyes, Neopolitan gave a demure little curtsey and lifted up her parasol, unfurling it open. Not an ordinary accessory to keep the sun and rain off, it was reinforced and designed with more specific purpose in mind. With a delicate hop, Neo left the zepplin moments before it crashed into the ground. Catching an updraft, the petite girl floated through the air with all the grace of an airbender, floating down in the midst of the carnage that was Vale.

Never once did the sweet little smile leave her face.

* * *

When the attack came, it caught many unaware. Amongst them, the remaining three members of Team RWBY.

Relaxing in their shared dorm room, the trio of troublemakers had found their own ways to occupy the afternoon. Weiss was reading a thick tome on political activism in the Third Dynasty of the Earth Empire, studying for an upcoming exam, while Blake and Yang were enjoying a peaceful game of pai sho. Yang was on the losing side, and growing more frustrated by the minute, but she refused to conceed defeat until every last piece had been captured, whittling away at Blake's pieces in turn despite her huge handicap.

With the sound of explosions on the horizon, both game and history were forgotten as the three of them vaulted to their feet, speeding to the window to press their faces against the glass.

"No..." breathed Weiss.

"Torchwick's made his move..." Yang said, unable to believe what she was seeing.

Blake, on the other hand, could believe this was exactly what the Dai Li were capable of. For their revolution, they'd burn the entire continent to the ground if it meant they could rule over the ashes. Her ears drooped as she realized just how utterly insane they must be, if they still thought this is what Amber would have wanted.

For a moment the trio could only stare in silent horror, before Weiss cleared her throat, swallowing a lump she found there, and found her voice. "We have to go out there," she said simply.

Blonde and black hair whipped to either side of her as her teammates simultaneously turned on her. "What?" they chorused.

"Ruby's out there somewhere," Weiss explained. "We have to go find her. She is a vital, integral part of this team. A necessary element to complete our set. And it is simply impossible to have a Team Ruby without a Ruby in it. Therefore, we have to find her, make sure she is safe... and then do something about... all this horribleness."

"... yeah, okay, that makes sense," Yang quickly agreed, not liking the idea of her little sister in danger anymore than any of them. "But where are we going to find her?"

"... I have no idea," Weiss finally said, shoulders slumping in defeat.

A green bow twitched as Blake finished tying it in her hair. "I think she said she was going to see Penny after class today," Blake ventured. "Maybe she's still at the Polledenia Estate?"

"Worth a shot. We'll head there first," Yang said.

Weiss took a moment to ensure her water pouch was full, then quickly lead the way, strolling out of the room the team shared and into the hallway, marching with a mission in mind. Yang and Blake fell into place on either side of her, and even without their airbender teammate, they made for an imposing sight.

Team RWBY wasn't going to stand idly by during this crisis. They were going to show the forces of darkness just what they'd been learning the past few months. Torchwick, the Dai Li, and anyone else in their way was going down.

* * *

They weren't the only ones on the move.

When the chaos had started, Jaune had been out in the grounds of Beacon, where one of its smaller, less travelled fountains was located. Less likely chance of him being seen and thus, less likely chance of him being humiliated. He wasn't exactly proud to be out here. He was trying to go over his waterbending forms, determined to make up for his miserable display in class by working overtime. Mostly, all he was really getting out of it was wet.

But when her heard explosions in the distance and heard the sirens start up, watching smoke rise in huge plumes from the walls and the buildings of Vale, well, you didn't need to be a genius to know something had gone horribly wrong. Catastrophically wrong, even. Even as Jaune watched, he could see the skies darkening overhead. Not just from the setting sun and the storm clouds, but from dark spirits drifting overhead, encircling the doomed city.

A nameless dread ran down his spine, and for a moment, Jaune Arc was tempted to do the smart thing: run and hide. But eventually, another instinct overrode his natural cowardice, and he steeled his nerves and did what had to be done.

Checking the waterskin at his back to ensure it was full this time, he hurried along the pathways of the gardens and sprinted down the street towards Vale proper.

He had no idea what was going on, but Jaune knew one thing. He needed his teammates. Beautiful Pyrrha, graceful and deadly as a steel blade. Calm and composed Ren, unruffled by any obstacle. Even excitable, strange Nora, whom never failed to make him laugh. They gave him strength just by being around, and when they were with him, he felt like he could accomplish anything.

And though he did not know it, or would not admit it to himself, they needed him as well.

* * *

Cinder nodded to her subordinates, who flitted into the fray, throwing gusts of wind and jets of water at the encroaching Grimm horde. Her instructions had been explicit: put on a show, watch and wait. Not too much to actually hold back the rising darkness from overwhelming Vale, nor enough to reveal the full strength of their abilities, but enough to convince the observers that they were in fact trying.

Like good, obedient good students of Beacon.

They could have just stayed clear of the entire fight, but Cinder had a reason for being close by when the violence ensued. The clumsy attempt by the old order hadn't caused their plans to suffer, but it had moved the time table up, and she had to work now to ensure that none of the airbenders were killed in the ensuing chaos. If they were, the Avatar cycle might start again, and their plans wouldn't be derailed just a few hours, it would be delayed another decade or two.

Such thoughts reminder her of another issue they had to deal with. Another part of their plans they needed to enact now, before it became another issue further down the line.

Cinder glanced left and right, ensuring no one was watching her, and drew in a breath through her nose. When she exhaled, a blast of energy erupted from the third eye of her forehead, speeding through the air to collide with the topmost tower of beacon. It exploded in a truly spectacular fireworks display, raining down white marble and causing screams to be heard all over the campus.

That was the signal to her operative deep inside of the school.

"Go to work, Adam."

* * *

The devastation outside the school was horrifying, but from his perch in the western bell tower, Adam gazed down at it dispassionately from beneath the brim of his wide, conical hat. He may have been watching grass stir in the breeze for all the interest he was showing it. All the pain and suffering simply didn't interest him, because he knew no one he truly cared about was going to get hurt. True, a few earthbenders would fall in the ensuing melee, but they were not ones he knew personally, and at any rate, they'd thrown in their lot with Beacon and Vale and the false Empire.

Casualties were inevitably if they wanted to bring about the new world order they were working towards, and Adam intended to see it through no matter the cost. He would follow the First Order to the grave, if need be.

The red-haired young man turned away from the tower after witnessing the appropriate signal, moving through the academy silent as a shadow until he was in the very center of the control room. It took virtually no time to remove all opposition, by pinning the two hapless soldiers left behind by Ironwood against the wall. He didn't even bother to kill them... not yet at least.

Then, he turned to the controls. With a deft hand, Adam flicked the switches appropriate, then pulled down the big lever. Warning sirens came over the loudspeakers as heavy steel doors shut over every classroom and hallway, trapping teachers and faculty alike in their rooms. Except for a select few routes which would herd the remaining students into the central courtyard, which was exactly where Cinder and her minions wanted them.

Task done, he smashed the controls with a great rock uprooted from the floor, turning it into so much scrap metal. No chance anyone would be able to make use of it now.

Tonight, Beacon would _fall_.

* * *

With the entire school in disarray, teachers were working to quickly rally their students and organize a defensive line. Fourth years were at the forefront of that, leading the efforts while younger, less experienced benders were providing back-up. What they lacked in discipline and experience they were making up for with raw enthusiasm. And meanwhile, the teachers were doing their best to get the intel they needed and make sure all of their students were safe.

Ironwood had already departed as swiftly as he could, saying his place was with his men. None of the others disagreed with him. But their priority was the students. Glynda, hurrying down a hallway, nearly bumped into Oobleck as he launched himself out of a nearby classroom. He deftly rolled himself around her as she kept right on walking, falling into pace beside her.

"Is that everyone in this wing?" she asked without pausing in her stride.

Oobleck nodded. "That should be the last of them. Sage Port was just checking the last..."

There was an explosion off in the distance, and then the ominous sound of gears clanking and metal shifting. Dumbfounded, Glynda and Oobleck hurried to the last room where Port was already gazing out the window, trying to make sense of the ensuing battle. It was the alchemical lab they used for older students. However, their view was swiftly cut off by descending metal in front of the glass of the window. Behind them, the door slammed shut, even as Port hurried to try and catch it. He failed.

"The doors sealed!" Port said, checking the lock. "From the outside!"

"T-t-t-that's impossible!" Oobleck protested. "Beacon is designed to seal only during times of emergency with _inside_ security measures being the final stage of the defenses, not the first. Someone's deliberately tripped the system early, possibly in order to keep the faculty and student body separated..."

Glynda's eyes narrowed dangerously, and the placid pools of water nearby seemed to tremble from the force of her wrath. Oobleck's ramblings trailed off as he watched the frightful display, reminded of one critical bit of information regarding his colleague.

No one messed with the children on her watch.

"Out of the way," she commanded, raised up her arms and sweeping them forward, letting the water rise up out of the sinks and pots and flowing through the air to slam into the door. Port and Oobleck wisely moved out of the way of the incoming wave. The sheer force was enough to make the door shudder, but Beacon had been designed to hold off the attack of benders, and powerful ones at that. Water alone wouldn't do it. Which is why Glynda drew her arms in close and tightened her fingers into closed fists. The water, responding to her will, instantly froze into the doorway, lining it in a thin layer of strong, brittle ice.

"Break it down," she commanded, sliding aside and allowing Port and Oobleck to take the stage. They did not disappoint.

Oobleck lifted up his hands, parallel to one another, and sent the air between them spinning in a long funnel, faster and faster, like a tornado aimed at the doorway. Port took up a stance behind it, breathing out, his gray mustache bristling. Lightning wouldn't do much against the metal frame of the door, so he stuck to the more classic nature of his element as he threw fire punch after fire punch through Oobleck's whirling winds. The wind strengthened the flame, making both far stronger than they would have been individually. The empowered fireballs struck the frozen door, making it shudder as it began to crack.

They would get through.

The real question was... would it be in time?

* * *

Smoke began to rise up from all quadrants of the city, as Vale fell under siege in a way no city ever had in living memory. Dark Spirits were congregating in the skies above as stormclouds grew dark and heavy, drawn to the feelings of helplessness and despair below. Grimm, on the streets, were a more tangible threat, tearing through the populace like a hot knife through better. Agents of the Dai Li, striking from the shadows, did nothing to make things anything but worse. The bending teachers inside the school were cut off, the police were scattered and the military was in shambles. The entire city was in chaos.

But Vale was something else as well.

Vale.

Was.

 _Defended_.

* * *

 **Authors Notes:  
** Like her canon counterpart, Penny was intended from the beginning to be a sacrificial lamb, intended to give Ruby a much needed punch in the gut and up the stakes for the final battle. For those worried about her, however, I will say this much: she's not completely gone yet.

Naturally, I was heavily inspired by RWBY's Volume Three finale, which was easily the darkest I have ever beheld. Most of the Avatar finales, while similarly bleak, didn't come _close_ to as bad in the long run. I tried to end the chapter on a slightly more uplifting note, however, because next time it's time for the kids to save the day.  All of them.

See you then.


	12. Rise of the Grimm

When the sirens had started up and all the chaos had started, Ren and Nora had been out shopping for baking supplies. A little known fact about the pair was their enjoyment of spending time in the kitchen working on pastries. Ren made a fruit pie that was simply heavenly, and his partner worked excellently as a makeshift heat source for the oven. As well as a taste tester, whether or not he ever wanted or needed one. However, once the explosions started and the Grimm started to pour into the cities, coupled with Dai Li and rogue elements of every sort... well they'd promptly tossed their recently purchased goods aside and gone to help.

Nora threw down coverfire as Ren evacuated a trolley of civilians, driving back a hoard of Beowolves intent on making the non-bending civilians into meals. They were sent yipping off into the distance, forced to retreat. However, the pack's attack was quickly followed up by a pilfered Paladin Mecha-Tank being piloted by a Dai Li, who dropped down from a nearby rooftop and nearly flattened both Ren and Nora before they could dodge aside.

"Take this, you bastards!" sneered the pilot, pulling a lever.

A pair of electrified cables shot from one of the Paladin's arms, speeding towards them. Ren gracefull dodged aside, the first cord missing him. The second caught Nora and locked around her midsection, and seconds later electricity sizzled along the cable as she jerked in its embrace, hair frazzled and teeth chattering.

"NORA!"

The redhaired Valkyrie continued to twitch and writhe for a good few seconds before her left hand grasped the cable, and she gave a deadly grin. Anyone who knew her by now recognized that grin. It spelled doom and destruction for anything in her way. Her other arm came up, and Nora thrust two fingers forward, pointing them at the Paladin. Channeling the electricity from its own cable, she let the energy flow through her body, and fired off a bolt of lighnting that struck it dead center mass. Now it was the metal monstrosities turn to writhe and shiver before it collapsed backwards, smoking and sparking, its internal systems fried, its operator knocked out.

Nora lifted up her fingers and grinned as smoke wafted off of them. Pursing her lips, she blew on them. Her after class lessons with Port had paid off. Maybe not in generating lightning, but Nora sure knew a thing or two about _re-directing_ it!

"Whew..." Nora said, unlatching the claw from her torso. "Glad that worked."

"You didn't know if that would WORK?!" Ren whirled on her. "Nora don't you _ever_ worry me like that again!"

"'kay," she replied in a more subdued tone, her lower lip jutting out and her eyes big and wide like a pair of blue oceans. Ren immediately backed off, feeling like he kicked a puppy.

Besides, he knew full well his words wouldn't hold with her. Nora would always do her own thing. And he would always do his best to keep her safe. Still, he decided to give her this one. "But... you did good, Nora," he said finally.

"Really?"

"Really."

"Nora! Ren!"

Both of them turned to see Jaune jogging up to them, out of breath. "Thank goodness, I thought both of you had been... well, nevermind. Have either of you seen Pyrrha?!"

They shook their heads.

"I think she was going to be in the library today," Ren said. "Doing some studying for the big test this Monda-..."

Another cry came from down the street, and they spotted more Grimm loping past in the streets. Beowolves, Ursa, Taijitu, Aggromantulas, Gryphons, even Boarbatusks. All shapes and sizes converging on the people, being barely beaten back by the four elements wielded by benders. A veritable tide of darkness was beating them back.

"... thinking that test is gonna be cancelled," Nora said, filling her hand with fire.

There was an explosion overhead, as if to punctuate her remark, and the members of Team JNPR glanced up, watching as a zeppelin began to come crashing down onto a nearby skyscraper. The devastation was catastrophic, horrible to behold, but the most curious thing they saw was a flash of pink as someone seemed to escape the crash and simply drifted on the breeze to safety.

"Who was that?" asked Nora, confused.

"No idea... but guessing she's responsible for what happening with the zepplins," Ren surmised quickly. "I'll go ask her," he added non-challantly.

"What about Pyrrha?"

"She must be back at the school," guess Nora.

Nodding, Jaune began to jog back towards Beacon. "I'll go find out... you two stay here, keep fighting... oh and uh... don't die, okay?"

Ren tipped his head and Nora saluted before turning back to the fray.

* * *

A King Taijitu, notoriously fast even for Grimm, struck with blinding speed.

What was left of it barely hit the ground before it erupted into so much black ash.

For you see, its opponent, while not the strongest firebender Beacon had ever seen, was easily one of the fastest firebenders who had _ever lived_.

Adjusting her sunglasses, Coco threw a flurry of rapid punches. Each sacrificed power for speed, but lit up the air with such a dizzying display of quickness that it seemed as if she'd scarcely even struck down one foe before she turned to the next, mowing them down one by one. Indeed, in almost no time at all she was out of lesser Grimm to fry, and had to pump her legs and make her way back to her teammates to see how they were doing.

Fox was in his element, so to speak, throwing a wind-enhanced punch that tore through a Beowolf's midsection and scattered pieces of it in all directions. Yatsuhashi, meanwhile, was playing defense, and Velvet was providing cover while ushering civilians to safety in a nearby shop. The owner, a gray-haired man, beckoned them in as well, but Coco shook her head. Their place was here, on the battlefield.

Fighting beside them was the members of Team SSSN. Sun Wukong in particular was in fine form, deftly hopping from foot to hand and back as he swept a long staff through the air, using it to augment his bending. Waves of wind crashed into the opposing forces, knocking them back like they'd just been hit by a tornado.

Ren sprinted by, and Sun finished off his next opponent, kicked off a nearby wall, and sommersaulted over to join his fellow airbender, matching his pace easily.

"Where're you going?" he asked, noting the urgency of the other boy. And he didn't look like the type who cut and run at the first sign of trouble.

"I think I saw who's wrecking the fleet," Ren replied quickly, his tone even. "I have to get up there before they destroys the rest of it."

"Then here, you'll need this!" Sun said, tossing his staff to Ren, who deftly caught it.

With a graceful twirl, Lie Ren unfurled the built-in wings of the glider and threw it forward. He launched himself into the air moments later, catching it and an updraft in the same motion. Within minutes he was climbing up into the air, soaring over the rooftops. Fuschia eyes scanned the skyline for his target, finding her down on a rooftop.

Ren dropped down without warning, but if he was hoping to catch her off-guard, he was sadly mistaken. Neo deftly back-flipped out of the way of his air-slice, and when he folded up his glider and swung it around in a wide arc, she parried with her umbrella, deftly parrying and locking them in a contest of strength.

He glared at her, and she grinned at him.

* * *

Future Industries was at the height of many developments of the modern era, hence the name.

But one of their lesser known functions was construction. They'd had a had in building a great many buildings and structures throughout Vale ever since their conception almost fifty years ago. And thanks to that fact, they'd also had a hand in designing and building many of their own structures as well.

Which meant they had certain features in place for bad times such as this.

The main hatch they'd entered in was covered in rubble, so it took Penny some time to find a tunnel that lead underground from their bunker to a building across the street. The door was flung open as she emerged, still coughing as they transitioned to a less dust filled air.

Ciel followed behind her, and behind her the two bodyguards, both without a scratch between them. However, carried between them was Geppetto Polendina. Penny's father had been the last through the hatch into their bunker, and the sudden force of their headquarters collapsing atop of them had thrown him down the short hand rail to the floor, rendering him unconscious. He didn't appear badly injured, but there was blood amidst his white hair, and they couldn't wake him.

"Take my father to the nearest hospital," Penny instructed the two men. "Then stay there, hopefully you'll be safe enough."

There was an explosion off in the distance, and Penny turned to watch, even as the Future Industries workers did as she bade and carried her father to safety. She couldn't afford to worry about him right now. Ciel, however, had stayed behind while they whisked Geppetto to safety.

"Miss Polendina?" Ciel asked. "Penny. We have to go!"

She'd used her first name. Ciel had never done that before. Always so stiff and formal and precise, like a timepiece made by a master. But now she sounded worried. Truly worried, and for a moment, Penny almost gave in to her own panic as well. She wanted nothing more than to run and hide, lock herself in the manor or the company, find some secure room and seal herself inside behind a wall of metal.

But Ruby wouldn't run. Ruby would fight.

So Penny would too.

Grabbing Ciel's hand, she yanked the dark-skinned girl with her, heading towards the car parked on the street beside them. It was property of Future Industries, which meant its insert was the same for all their company vehicles. Penny had the suitable item in her pocket.

"Get in!" Penny shouted, hopping over the car door instead of bothering to open it. "I'll drive," she said, a manic grin stretching across her freckled features. She inserted the key and let the vehicle's engine roar to life.

Ciel gulped as she snapped her seatbelt into place, suddenly feeling more frightened than she had been moments ago in an exploding building.

* * *

Without their airbender, Team RWBY was still a formidable force. Water, earth and fire tore through any Grimm who'd been able to gt close to Beacon Academies grounds, sending the beasts scurrying for easier prey. They'd been lucky, however, for this had only been the first wave. Bigger creatures were coming. And worse.

"We need to keep moving," Weiss said, snapping her water whip at a fleeing Boarbatusk and sliding it back into her waterskin.

"Wait, what's that?" Blake pointed to a far tower.

At this distance, they had to squint, but a short jog later they easily made out of a pair of dark shapes hanging by the side of the tower, using earthbending to produce hand and footholds. A pair of figures in familiar robes and conical hats in familiar shades of black and green.

"Dai Li," breathed Blake, feeling a tremor of fear travel down her spine.

The two faunus in their fancy robes and nice hats leapt down from the tower as they spotted the girls, hurling huge chunks of masonry at the trio of them. Weiss and Yang shattered the rocks, one with a water whip and the other with a flaming punch. Neither Dai Li noticed as they landed on the ground a shadowy slip behind them, so stealthy and quick as the painted warrior. But neither failed to notice as Blake arose behind them and slammed her fists into the back of their skulls. Unconscious instantly, they collapsed onto the ground face first.

"That takes care of them," Yang said, dusting her hands.

Blake didn't look so convinced, her green bow twitching as she heard noise. "I have to see if there's any more..." she thought aloud.

She paused, glancing back at her friends, and realized she couldn't ask them to come with her. This was her fight. Her golden eyes hardened as she took off. "You two find Ruby, I'll be here when you get back... go!" she called out to them as she ran along.

"Blake!" Yang shouted, reaching for her, trying to pull her back. Weiss intercepted her arm, stopping her.

"No, she's right, we need to find Ruby, come on... Blake knows what she's doing."

Allowing herself to be pulled along, Yang grimaced at the thought of leaving her partner on her own, but consoled herself that they'd be right back as soon as they found her little sister. Right now, Ruby needed her more. But they'd come back for Blake.

"I sure hope so," Yang said, twisting her body and jogging alongside Weiss as the two picked up speed, their mission more urgent than ever.

* * *

All throughout the streets of Vale and the grounds of Beacon, fighting had broken out. Hordes of Grimm were encroaching on the populace, while the Dai Li were herding them to select points where the defense was weakest.

One of these weak points was the very center of Vale. A wide, open intersection surrounded by connecting streets and dominated in the middle by a quartet of statues, meant to symbolize the first bender maidens. They stood in silent formation as their city was under siege, but it was only natural their location would be one of the last spots to fall.

Here, many were choosing to make a stand, if they had not already. They had no where left to run in any case.

Neon Katt threw bursts of multicolored fire into the air, nimbly skipping away from the claws of Grimm and the clumsy attack of Equalists and Dai Li. The pink-haired faunus paused in her attack to pull down her eyelid and blow a raspberry at her attackers, irritating them mightily.

Unfortunately she didn't spot the Boarbatusk until she was almost right in its path, and its charge caught her next flip mid-jump, knocking her off-balance to fall to the ground. Rearing back to finish her off on its mighty horns, the dark boar charged... straight into a barrier of earth that erupted out of the ground in between them.

Glancing over, Neon saw Yatsuhashi, who flashed her a thumb's up. But his momentary lapse in concentration proved dangerous. A massive Gryphon dropped out of the sky and knocked the earthbender boy aside, then reared up a trio of talons to tear him to pieces. He threw up a stalagmite, thin and quick, to block its strike, making it impale its talons instead.

The Grimm gave a massive roar of anger... which morphed into a howl of pain as half a dozen shuriken imbedded themselves in its back. It collapsed onto the street in front of Yatsuhashi, who quirked an eyebrow at the beast's demise. Looking closer, he saw the weapons used to kill the Beowolf hadn't exactly been shuriken, at least not ones made of metal.

They'd been _flowers_.

Across the way, Neptune gave a thumbs up, even as he stretched out his arms and threw out a long length of water across the street, tripping up some charging boarbatusks and leaving them easy pickings for his firebending and earthbending teammates. Sun sprinted past him.

"Anyone seen Blake?"

"I think she was back in the school," Coco replied, not pausing in her rapid firing.

"Thanks Coco, owe you one!" he replied, using an air-burst to hop up onto a nearby ledge, then again onto the rooftop. Without pause, he took off running across the buildings of Vale towards the school.

Coco roasted another Grimm, took quick stock of the situation, then turned to her partner. "Velvet?"

"Yeah?"

"I think it's high time we stop holding back," she said, still punctuating the air with rapid-fire blasts of flame. She backhanded a Dai Li trying to sneak up on her without even bothering to glance his way. But Dark Spirits were starting to descend to the streets, drawn by the chaos and death, and they were proving much more dangerous foes than radical extremists and monstrous Grimm.

Even so, Velvet hesitated. "Are you sure? That technique's..."

"Uh, yeah, this kind of situation kinda qualifies!" Coco called out, her tone making clear it wasn't a suggestion.

"Yeah, yeah, I know," the faunus waterbender replied, only slightly miffed. Velvet didn't enjoy being the center of attention, but right now, Coco was right. She really couldn't afford to hold back.

With a deft backflip and a hop, dodging a deadly Grimm's claws, she landed with a soft splash in the fountain at the very center of the city. Grimm and Dark Spirits were congregating from every direction as benders attempted to stem the tide, but the encroaching darkness was growing only more and more powerful by the minute.

Time for Team CFVY's trump card.

Velvet stood in the midst of the water, which whirled around her feet, lashing like the tentacles of a sharktopus. Sweeping her arms upwards, her fingers splayed out, each digit furthest from the ones beside it. In response, the water arose in ten long tentacles of water, each tipped with a frozen blade of ice at the end. Swords, axes, spears, serrated or smooth, long or short, readied themselves.

The bunny-eared faunus grinned, then flung her arms forward. The ice blades followed suit, tearing through the ranks of the dark spirits. She may not have been skilled like Glynda, or her form particularly fast or strong. But Velvet was an expert when it came to multi-tasking. No matter what direction her opponents came from, she was ready for them, dishing out pain and defeat in equal measure. Any who tried to sneak up on her blind spots, where she couldn't see, found she could still hear them quite well thanks to her faunus heritage.

She could not destroy the dark spirits, but she could dissipate their physical forms. This far from their natural homes, they wouldn't be able to reform anytime soon.

Giving the rest of Vale and Beacon a fighting chance.

* * *

He hadn't meant to get caught up in the fighting. Jaune's goal had been to get to Pyrrha. Ren and Nora could take care of themselves, but he needed to make sure she was alright.

He checked the library first, not finding her there, but someone had spotted her going to find the teachers when the chaos had broken out. Jaune had to run across the campus to where they'd likely be next.

Unfortunately, the grounds were covered by Grimm by this time. Big, vicious ones. A flock of Nevermore's circled overhead amongst the dark spirits in the skies, diving down and snatching up students in their claws, and Jaune had to duck under a tree to avoid being their next victim.

Unfortunately, rearing up behind the tree where Jaune was hidden... was a massive Ursa Major.

The dark bear roared, jaws parted to reveal wicked teeth, intent to make a morsel out of Jaune. He was so startled he flung his water in a wide arc, completely missing the Ursa and splashing it uselessly on a nearby tree.

It was inches away from him when its back exploded in a world of blazing fury, and with a roar, the great Grimm bear pitched forward. Jaune barely had time to roll out of the way as it collapsed where he'd been standing, dead as the proverbial doorknob. It was already breaking down into shadowy nothingness as Jaune raised his head.

Standing nearby were a quartet of armored figures, easily recognizable by the military garb and bearing. Team CRDL, lead by Cardin Winchester. And if Jaune read his stance right, it'd been _his_ fireball that had just saved his life.

But that wasn't half as weird as him stopping to offer Jaune a hand up.

Unable to belive what had happened, the waterbender accepted his hand, getting easily lifted back to his feet.

"You're not getting out of this that easy, Jauney-boy," he said, his tone condescending, but his expression somewhat more neutral.

"I have to go find Pyrrha, I think she went to get the teachers," Jaune started to explain, but he was cut off as another explosion went off in the distance, along with the sound of glass shattering. Lesser Grimm were scattering, but the five boys spotted a particularly big and nasty King Taijitu slithering their way.

"Go find her and get the teachers! We've got this!" he said, planting his feet and raising up his arms, letting fire crackle along his knuckles. His fellow armored teammates took up similar battle stances.

"Winchester!"

The two boys shared a look, and in that moment, a complete understanding of one another.

"... thanks."

The taller boy nodded. "Get going, Arc!" he growled, throwing another fireball and blasting away at the Grimm horde encroaching.

Jaune sprinted in the opposite direction, towards the school. He had to find Pyrrha and he had to get the teaching staff, and he had to do it quickly.

* * *

Down by the docks, fighting was intensifying. Civilians were trying to flee the city by water, nevermind that Kraken and Megashark Grimm were swimming in the murky waters below.

Flying through the air with a burst of firebending from his palms and feet, Scarlet dropped down and hit hard, scattering the enemy attackers with a circular burst of firebending. Neptune and Sage ducked behind a crystal rock barrier erected by the latter as the flames washed overhead. But like spider-rats, their enemy didn't go down easily, and whenever you killed one, three more took their place. Half a dozen Dai Li quickly replaced them, and Sage grimaced, breathing heavily.

"Neptune, my friend, think its high time we go for the big guns... right?"

Instantly knowing what he meant, Neptune grimaced, looking a little green around the gills. "Uh, well, look we're doing fine, the enemy are falling back... surely, right? We'll be fi-!"

Sage and Scarlet whipped around, glaring at their teammate. "NEPTUNE!" they shouted in chorus.

"Alright, fine!" he shouted back, jogging down the docks and grimacing in disgust. But without hesitation he put his hands together and executed a perfect dive off the pier and into the dark waters below, vanishing from view.

Contrary to popular belief, Neptune truly wasn't afraid of water. There was a fine line between fear and disgust, and his desire to avoid it stemmed from the later. He detested cold, wet, slimy water on his skin, ruining his clothes. He enjoyed a hot bath or a shower, but after spending his time studying bending in an icky swamp, he felt fully justified in feeling revulsion whenever water was physically touching him.

And worst of all, of course, was the technique he was presenting putting into action.

As a trio of Dai Li watched in confusion, a great slimy mass of writhing green seaweed came crawling out of the ocean and onto the docks, slithering up in great force until it towered over them like a giant easily four or five stories tall. It bore only the vaguest shape of a humanoid, two heavy limbs hanging down to either side of a massive yet stout body. And for features, it sported a wooden mask with a face that vaguely resembled the goggles worn by Neptune.

The zealous faunus started to slowly back away, perhaps sensing they were up against an opponent brute force couldn't beat. But the mass of seaweed reached out with one long arm, grabbing hold of an overturned truck and hurling it down the road, blocking their retreat and forcing them to stay.

The seaweed parted in the middle, revealing Neptune sitting in the midst of them. Like the cockpit of a Mecha-tank... only much, much bigger. And considerably slimier. The fierce grin on his face promised a world of pain for the Dai Li as they started to scatter.

"Oh no you don't," Neptune grinned, snapping his actual goggles into place. "I didn't say you could leave the party!"

* * *

It took him quite a while running up and down the paths and buildings of Beacon, hollering for his teammate, but Jaune was eventually able to find Pyrrha. She was in front of one of the metal doors, uselessly pounding on it with here fists. Broken rocks lay scattered all about, having been broken to tiny pieces by heavy earthbending use.

"Pyrrha, what's going on? Where are the teachers? We need their help!"

"They're in here," Pyrrha said. "I can hear them on the other side, but they're unable to break free. I've tried to help but there's nothing I can do, these rooms are sealed with metal from every direction. Even the windows are covered."

"What about the floor?"

She'd already tried that. "Same."

"Well, we'll... do it together then," he said, unable to come up with a better plan. "C'mon, if we hit it at once we may be able to do it."

She grimaced at his naievety. "Jaune, there's no way... these doors are designed to stand up against benders. They're solid metal. No one can bend that."

"We have to try," he kept saying, desperately wishing he had some water. And the skill to use it. But all he could do was continue to slam against the door with his shoulder again and again, hoping he could knock it down by sheer brute force and knowing damn well he couldn't.

He was surprised, but pleasantly so, when she slammed into it beside him. Perhaps with their combined force they could loosen it from its framework.

Grumbling, Jaune took a few steps back, then ran full tilt towards the metal barrier. He hit it full force, then the blonde boy wincing as he stumbled, pain shooting up and down his arm. Jaune collapsed against the door, resting his back against it as he slid down into a seat, exhausted.

Pyrrha slammed her fists against the door for a while longer, pounding at it ineffectively, venting her rage against the metal. She'd been battering at it for almost an hour with rocks and stone, but earth was ineffective against metal, and she was exhausted, barely able to bend. Without it, she was as utterly helpless as a newborn kitten.

Her fists slammed against the metal once more, and she slumped against it, resting her forehead against the cool steel as all the strength slipped out of her, lost amidst her despair. If only...

If only...

Pyrrha frowned, feeling something. Something so faint and fine it almost didn't register, like feeling a butterfly wing brushing against her skin. But it was there. She could feel it. Closing her eyes, Pyrrha pressed her hand against the metal barrier, fingers spread as she felt something within the cold iron. She felt tiny fragments of earth within. Swiftly, her arm swung forward, and she struck the barrier with her elbow. The minute vibrations of the impact registered against the pieces of stone still within, and if she could feel it, she could influence it.

"Get out of the way," she instructed, digging in her feet. Jaune obediently moved aside, climbing to his feet, watching her with some puzzlement.

He couldn't see what she saw.

 _Bend..._ she thought.

The frame vibrated a little under her touch, but that was it.

 _Bend..._ she urged, assuming a wider stance and pressing her hands against the doorway more firmly.

Again, it shuddered, but would not move.

 ** _BEND...!_**

Throwing all of her might into this next one, Pyrrha pressed her hands together then swung them outwards in a wide arc. The metal warped and twisted, giving an ear-wrenching sound as it tore down the middle in a rough, semi-circular hole. Yet the sound could not have been more sweet to Pyrrha's ears. It was the sound of victory.

"Woohoo! You did it!" praised Jaune, catching her as she swayed unsteadily on her feet.

The next barrier into the actual room the teachers were inside proved a little easier for Pyrrha, but she still felt drained afterwards. Fortunately, the metal had already been warped by the efforts of the teaching staff to break it down. They'd been almost out when she finished the job for them.

"Good lord...!" Oobleck stuck his head through the hole, peering at it, adjusting his spectacles as if unable to believe his eyes. "Did you just...?! My word, that should be impossible. No earthebenderhaseverdisplayedthecapacityforbendingmetalitssimplyutterlycompletely-!"

Glynda pointedly pressed on his shoulder, knocking him none-too-gently through the narrow opening. He was blocking the way for her and Port. "Explanations later," she instructed, taking charge of the situation. "Professors, we need to get out there. Peter, head to the north gate. Bart..."

"Tower, I know, on it!"

The two of them dispersed with little fanfare, as Glynda took only a moment to appraise the situation and her students. "You two stay here," she said, her voice surprisingly soft. "You're exhausted. Jaune, look after her."

He saluted. "Yes, ma'am."

The three teachers took off running, heading towards the exit. Jaune, meanwhile, helped Pyrrha to her feet and escorted her down the hallway, looking for somewhere he could help her sit down. She looked ready to collapse, but even so she was smiling. A tired smile, but a smile all the same.

Today she'd done the impossible, and bent metal. There was no way she wouldn't live on as a legend after all this.

* * *

Blake quickly ascended the tower, finding signs of a struggle inside. Guards taken out by rock strikes, and further damage to the controls of Beacon's defenses. It was long before she found their source. Although garbed in the familiar, hated uniform of the Dai Li, Blake recognized that fringe of red hair easily enough.

Adam Taurus.

If she'd been hoping to catch him off guard, she failed. She wasn't sure if he caught her scent, or heard some minute vibration in the rocks, but the instant Blake moved forward, Adam was already in motion. Smoothly turning in a circle and launching a rock in her direction. Blake threw up a hasty wall of earth to block the attack, shattering both into fragments.

 _So much for the element of surprise_ , she thought.

"... well hello, darling," drawled the surprised redhead. Adam tipped his conical hat to Blake, even as his feet slid further apart, taking up a combat stance. Unconsciously she mirrored it, since she had to fight. And he had taught her everything she knew.

Well, _almost_ everything. With a forward flip on her hands, Blake deftly grabbed up a section of the ground and flung it at Adam, hoping to smash him into so much paste. Alas, he was ready, and crushed the rock into fragments before it could hit him. His painted warrior wasted no time in hurling smaller fragments at him rapid-fire.

"I was hoping we'd get a chance to meet again," he said, intercepting her attacks and batting them aside, but making no more hostile moves against her.

"Really? Because I never wanted to see you! EVER AGAIN!" she growled out, sounding positively feral as she swept another large rock his way from above and tried to simultaneously hit him low from his other side. Alas, her old mentor was too fast and too good for such a technique to work, throwing his body backwards and into a flip of his own, dodging both attacks and re-directing the second one towards Blake, throwing off her balance and knocking her to her knees.

"Our destiny is still tied together," Adam said, letting her scramble to her feet without further attack, adjusting his conical hat. "Our fate to meet again was inevitable."

"Don't give me that destiny garbage!" she cried, swinging her body around and throwing a reverse kick in the air, along with a chunk of masonry. Adam deflected it, but he wasn't ready as Blake launched a rapid knee thrust that send another stone hurling at him. It struck his side before he could quite block it, breaking into fragments and slamming him up against the far wall.

He gave a low growl in the back of his throat. "You shouldn't have done that, BLAKE!" he roared, raising up both arms and hurling them in opposite directions, converging his hands in front of him. The stone floor erupted in heavy stalagmites which Blake was forced to evade. She did so with the natural agility of a faunus, deftly rolling herself in mid air and landing in the midst of the destruction. However, in avoiding the rocks she'd taken her eyes off her opponent, and she had barely an instant to catch her breath before Adam slammed bodily into her, knocking Blake onto the uneven ground.

"You betrayed me..." he snarled at her. "You betrayed **US**! The Dai Li! So now it falls to me to end this. This was always meant to be our fate, wasn't it?!"

He drew himself back up and grabbed Blake's ankle, almost effortlessly hurling her away to slam into the far wall, which cracked from the impact. Blake hit the ground on all fours by instinct, dodging the next wave of rocks that came her way. Adam wasn't toying around, he was fighting to kill. And he was very, very good at killing.

Blake should have done the smart thing, and run, but she'd been running her whole life. It was time to stand firm. She stood up, planted her feet, and raised up her arms, fingers curled into fists. She wasn't down for the count yet.

* * *

 **Authors Notes:  
** Whew, that was a lot. Major fun combining cool RWBY combat styles with awesome Avatar bending techniques. More of both to come.


	13. Awakening

While the majority of Vale was in a state of flight-or-fight, there were some rare exceptions.

A small gang of these had broken into a warehouse on the edge of Vale's eastern quarter, no doubt making preparations to grab what they could and escape the city. Several Mecha-Tank Paladins were overseeing their efforts, dissuading the cops from stopping them. They wore the garb of Equalists, the gas masks concealing their faces as they took to the streets.

While not actively contributing to the cities downfall, they weren't doing anything to help either. Unless it was help themselves, which they were quite keen to do. Some of them were even watching the passing chaos with glee, chatting about it as if they were watching a particular exciting sporting event.

In a word, they were scum.

Their laughter and joking came to a halt as something caught their eye further down the street. Something moving fast. A sleek automobile turned onto the street fast, taking the corner so hard it almost hit the sidewalk, and then accelerated even faster. At the wheel was a redheaded girl. It was Penny Polendina, goggles down to cover her eyes. Having spotted trouble, she moved in to intercept it, shifting gears and preparing to charge the Equalists.

And despite the terror, despite the tension... she was still wearing a positively manic grin as she pushed down harder on the accelerator.

"Everybody OUT!" she yelled, as Ciel unclipped her seatbelt at the same time Penny did. They simultaneously rolled out of the car on opposite sides, as Penny drove it up and over a loading ramp, throwing the vehicle through the air to come crashing down directly onto the nearest Paladin. Like an enormous missile, the car knocked the first Paladin back to smash into the second, reducing all three vehicles to so much scrap metal in a spectacular explosion. Ciel and Penny rolled onto the asphalt nearby, a bit bruised but far less harmed than they should have been.

The Equalists regrouped quickly, however, several of them spinning bolas from their hands as they advanced on the Future Industries Heiress and her assistant.

Penny just grinned, tugging on the straps of the new glove strapped to her hand.

"Time for a test drive," she said, her cheerful voice totally absent, replaced only by a cold whisper.

Unperturbed, three of the thugs surged forward. The first one launched a punch at Penny's freckled face, but she deftly knocked his hand aside then slapped him with her gauntlet, which electrocuted him. He fell like a puppet with its strings cut. This she repeated with the next one that came at her. The third tried a kick, which she ducked under, the leg ruffling her bow as she came up and grabbed this idiot by the face, electrocuting him and dropping him like yesterday's garbage. The fourth tried to come from her blindside, but Penny saw them coming, caught them with a high knee in their gut and knocking them back, then grabbing the fifth and final one coming at her by the arm with her taser-glove. When the fourth one tried to struggle past the pain of being kneed in the gut and came back for more, Penny spun around the one in her grip and flung them into their partner, knocking both down, unconscious.

Ciel idly checked her pocketwatch, nodding in satisfaction. The whole thing hadn't taken more than sixteen seconds. A personal best for Miss Polendina.

* * *

Thanks to the efforts of Vale's valiant defenders, the city had come to something of a stalemate, both sides still fighting, neither side truly capable of claiming that they were winning. For the moment, the tide had been turned away. But it was still ever encroaching. Overhead in the skies above, amongst stormclouds thick with rain and flashing with thunder, dark spirits circled overhead, blotting out the light, casting shadows on the city below.

All this Weiss and Yang saw as they sprinted down the streets, desperate to find their partner and sister (respectively).

Along the way, they ran into a few of their classmates and peers, and aided where they could. A burst of water or a flash of fire could do wonders to aid the battling students, but Weiss and Yang continued to press on.

Along the way, they ducked down an alleyway to avoid a Grimm stampede, narrowly avoiding a Beowolf that Yang punched a flaming hole clean through. It collapsed in the alleyway, dissolving into dark dust in seconds.

"Let's try another route..." Weiss suggested. "This way."

Ducking down the next alleyway, they neared an entrance to the streets, spotting two more students and a trio of Equalists. Yang was about to rush forward and attack, but Weiss grabbed her shoulder, swiftly halting her. As they watched, the two students, a green-haired girl with dark skin and dark blue clothes, and a gray-haired boy in gray robes... let them go.

They even seemed to be waving them on, encouraging them on. It was only after the enemy had escaped that the two of them looked up, noticing not quickly enough they weren't alone.

"... you're... you're part of this!" Weiss accused, finger pointing.

Emerald had the good grace to look guilty, but Mercury just grinned, having no shame in coming clean now that they'd been fairly busted. "... guilty," he said, clearly not feeling bad at all.

"You're working with the Dai Li!" Yang added, flexing her arms and filling her hands with fire. "And Torchwick! Is this his doing?"

Mercury laughed at that, throwing back his head and shaking from head to toe from laughter. "Oh blondie, you have no idea. This thing is so big even the people above US are small fish."

"I'll FRY you like a fish!" she retorted, throwing a firey punch.

Mercury dodged, bending backwards at the waist so low his gray hair almost touched the ground. The fire passed harmlessly overhead, as he quickly vaulted onto his hands and then deftly flipped back onto his feet further down the way. Yang quickly gave pursuit, hurling curses and flames in equal measures.

Emerald reached for the waterskin at her back, popping the cork and drawing out a length of water, whipping it after Yang. Another whip of water intercepted hers before it reached the firebender's head, catching it in mid-air. The green-haired girl glanced back, seeing Weiss at the other end, restraining her.

"No," the Ice Princess said coldly. "You're mine."

Red eyes narrowed dangerously, and Emerald slapped the two water whips away, returning them to their respective owners.

"If that's how you want to do it, _princess_ ," the green-haired girl said.

Bristling at the nickname, which somehow felt more insulting coming from Emerald than it ever had coming from her teammates, Weiss lifted up her arms in a classic waterbending stance and let the water flow from elbow to wrist as she prepared to loose it upon her enemy.

* * *

They'd just exited the building and were nearing one of the fountains when the miracle turned into a disaster. Jaune and Pyrrha were so elated by her newly discovered bending they almost didn't see the lumbering Aggromantula descend upon them until it was too late. A spider-like Grimm, it was characterized by great aggression (hence its name) and rapid speed. Its great clawed legs rose up as it swung at the young waterbender, whose back was to it. Pyrrha, however, noticed it just in the nick of time.

"JAUNE!"

She was in motion before she'd even finished calling out his name, throwing herself bodily into Jaune and knocking him out of the path of the beasts' wicked claws. Unfortunately, she only substituted herself as its target, and gave a gasp as three claws the size of butcher knives pierced her stomach. Blood redder than her hair stained the front of her tunic as Pyrrha slumped backwards from shock, eyes wide and fearful.

"PYRRHA!"

A slap of water knocked the Grimm back, and when Jaune pulled back the liquid in his hands he hardened it into a spear of ice without even thinking, launching it with such speed and ferocity it tore through the beasts' head, erupting out the back of it. He didn't even wait to see it fall before he was at Pyrrha's side, catching her before she fell.

"Pyrrha, no!"

She gasped for air, blood trickling from her lips and down her chin as she seemed to go into shock, unable to hear him. His hands pressed against her chest, pressing down against the wound to staunch the flow of blood, staining his hands in it.

"Just need to hold on... hold on!" he said desperately, pressing down tighter against the wound. Swiftly, he reached over and grabbed some water from the fountain with his bending, sliding it over. Maybe if he could harden it into ice, it could prevent further blood loss.

"Just need to... what?"

The water lit up with a cool, eldritch blue glow, as Jaune watched in shock. It was the same glow he'd seen before, the day fighting Cardin by the stream. Now he recognized it for what it was. It was a healing technique. A rare form of waterbending known only to a few.

Not even pausing to question his good fortune, Jaune slid more water over Pyrrha's body and pressed his hands down over her wound, focussing his power. The glow intensified as his healing power knit together her torn skin and blood vessels, sealing up her injuries. Still Jaune continued to press his fingers into her side, bringing the young earthbender back to life and health by the sheer force of his will.

The effort drained him, and he slowly slumped forward as the glow faded and the water dripped harmlessly down her unconscious body.

"Jaune...?"

He gave a tired smile, still trying to look suave. "Hey," he replied. "Welcome back."

Accepting a hand up, Pyrrha gazed at Jaune in amazement, running a hand down her torso. Her tunic was stained in blood and riddled with holes, but beneath that she didn't have a mark. She felt better than usual, actually.

"You healed me..."

"... yeah," he said numbly.

"... you're a healer!" she exclaimed, hands flying to her mouth at the implications.

"... yeah."

"That's a rare gift... how long have you had it...?"

"I... I don't know," he replied. "I kinda... just found out."

She just stared at him, flabberghasted. A small guffaw escaped her lips. One he echoed. Within moments they were both laughing, at least until Pyrrha's aching body began to strain from lack of air, and she reluctantly had to stop because she was close to coughing up blood. Jaune recognized they were trying to laugh primarily to keep from crying, but you had to admit, it was a little funny, in a way.

If he could do nothing worthwhile with his life ever again, he'd saved the person he cared about most in the world. That was all he ever wanted or needed.

Pyrrha claped his shoulder as she struggled to her feet. He helped her, supporting her weight. "C'mon. We need to help the others."

"I'm right beside you," he nodded.

Where she went, he went.

* * *

When she was on the attack, Yang Xiao Long was relentless as a blazing inferno. Punches and kicks filled the air with fire, but Mercury was a slippery foe. He ducked and dodged and rolled his body as he flipped through the air, shaking off her fire blasts and evading every last one before landing before her.

Yang, however, was only warming up.

When it came his turn to attack, she proved just as agile at dodging his sweeping wind kicks and weathering his air gusts, timing her blocks to brace herself against the ground, leaving him able to do little more than blow her back a few steps.

"Give it up, pretty boy, you can't beat me. I know how airbenders fight, I've been sparring with my little sister her whole life. I know every trick you've got. And I'm taking you down," she said with a grin.

He lifted up a hand... but not to attack. Instead, he wagged a single finger in the air, punctuating a point at the tip of his digit.

"Now... _normally_... you'd have a point," he conceded, not the least bit afraid of her. "Against an ordinary airbender you'd probably be quite the formidable foe. But then again... I'm no _ordinary_ airbender. And I guarantee this is a trick you've _never_ seen before."

Hands came in close at his sides, and his legs locked. Yang watched in puzzlement as Mercury began to ascend into the air. Not just jumping, or hovering, or even floating. No, he was flat out _flying_. When he came diving down for his next attack, the blonde firebender was so caught off guard by the revelation she had almost no time to react before a booted foot slammed into her chest and knocked her onto her back.

Rolling onto her stomach and pushing herself up, Yang glared up at the sky as Mercury ascended out of her range of fire, delibertly taunting her by moving in quick, unpredictable patterns. Not since the days of Guru Marcus had an airbender ever been able to fly. Not without a glider or some aid, and certainly not so quick and maneuverable. But it seemed another had finally unlocked the secret, and severed their earthly tether. Mores the pity it had to be a psychopath in the employ of Cinder Fall and her organization.

And worse, that wasn't the only trick Mercury knew.

His next pass had Yang spinning, and angrily she kicked up a storm, throwing fire in every direction. If it wasn't for the fact that they'd moved to an alleyway, she'd have quite easily set something ablaze. As it is, she kept missing her target. The gray-haired boy, however, could not miss her as he made a grasping motion with his hand and pulled back hard.

Yang instantly felt her fires snuffed out, and gasped awkward, unable to breathe as the very air was sucked out of her lungs. Grinning, the dark airbender weaved his fingers in the air, encircling her head in a cocoon of her breathe, preventing any air from entering her nose and mouth. Clawing desperately at her face, Yang could do nothing to disrupt the bubble of air slowly drawing life out of her...

* * *

The entire tower shook from the force of their earthbending. Blake would not have been surprised if she'd learned the whole _school_ had been shaking from the intensity of their fight. It made for uncomfortably uneven ground as the floor began to crack and fracture, but neither of them had any time to worry too much about such a thing.

They had a fight to win.

Earthbending being a style heavily suited to defense, you wouldn't have known it the way Adam and Blake tore up huge chunks of rocks and hurled them back and forth between one another. A single misstep would have meant either of them flattened into so much paste against the wall or floor. But both of them shook off any hits and just kept coming back for more.

"Give up, Blake. I taught you everything you know. You can't beat me," Adam declared, catching one of her incoming rocks, then a second that nearly intercepted him from behind, and smashing them together in front of him. The uneven shards he sent hurtling at her, aiming for her feet, forcing Blake to backflip out of the way. She landed on her feet by the doorway, her whole body tense.

"Going to run away again, darling?" he taunted.

Blake froze, eyes narrowing and ears twitching beneath her bow. Partially, because Adam was on the mark. She had been about to run. Find help, return, take him with her team. Together, they could defeat Adam, and a hundred more Dai Li just like him. With her teammates, Blake felt she could accomplish anything, whether they be Team RWBY or her adopted sisters on Kyoshi Island.

But right now...

Right now she stomped her foot and stood firm, like a true earthbender. She wouldn't run.

Their fight resumed, but Blake was already feeling her exertions, her breathing heavy, her back and arms feeling the strain of lifting the rocks with her bending. All it took was one misstep for Adam to slam a rock into her legs, knocking her onto her side. Blake collapsed, and he stood over her, one hand upraised with a sharpened rock stalactite, ready to impale her and end things once and for all.

His other hand... he offered to her.

"It doesn't have to end this way. There's still a chance for you, Blake... we can fix this... come with me... and you can be part of someth-..."

She didn't let him finish. She slapped her hand onto the ground in front of Adam's feet, tugging back on the rock like it was a carpet and yanking it out from underneath him. He stumbled backwards, and Blake thrust up hard with her own foot, slamming Adam in the chest hard. He stumbled backwards, then collapsed onto his knees, all the air driven out of his lungs. His hat fell from his head, then rolled off into the corner somewhere, quickly forgotten all about.

Underneath, Adam's face would have been considered boyishly handsome, if not for the horrible lines under his eyes. The sign of many sleepless nights and many dark things witnessed. His features were soft, his eyes large and expressive, and as Blake watched they seemed full of liquid, threatening to spill out as tears at any moment. The sweeping red hair of his head was the same shade as his hat's tassle, and the only thing that marred his otherwise handsome features were the black horns that erupted from his temples, swept back to either side of his head.

The features of a bull, and the mark of a faunus. The one thing that no matter what he did or how hard he fought, he could never escape.

"... why do you keep hurting me, Blake...?" he whispered, and for a moment she could feel a stab of pity right in her heart. He sounded so... so _broken_.

He was defeated now, and she was taught at Beacon to be merciful to enemies. She could take him into custody. Hesitantly, Blake reached out a hand for Adam...

Then there came an awful noise, a crunching of gears and crumbling of stone, and overhead the whole ceiling seemed to shift. The battle overhead and whatever sabotage Adam and the Dai Li had done was breaking down the entire school structure. And this room in particular was becoming unstable. They had to get out of here.

"We have to go, Adam," she said, offering her hand again. He refused it, unable to even meet her gaze.

"Adam!"

There was a shriek of metal, and Blake had time to look up as a heavy column of cement and metal came bearing down atop of her, threatening to crush her. Instinctively her hands came up to try to catch it with her earthbending...

... leaving her vulnerable as something slammed into her side, knocking her out of harm's way and tumbling towards the exit. Blake scrambled to her feet as more stone and steel and debris came down, raising up a thick wall of smoke that threatened to choke her. Covering her mouth and trying to blink the dust out of her eyes, Blake scanned the room for signs of Adam. But he'd vanished, seemingly burried beneath the wreckage.

"Adam, no..."

She'd hated him for so long, for becoming what he'd become, and trying to make the same of her. But she'd never wanted him dead. Not once, ever. Still, she couldn't quite make out any sign of him amongst the stone wreckage. Perhaps he was still alive under it?

If he was dead she could mourn him later.

If he was injured she could dig him out later.

If he was gone she could hunt him down later.

But what was important was _now_.

Her teammates were still in danger, and Blake needed to back them up. Bidding the wreckage one last lingering glance, Blake flicked her hands and converted the stairs into a slide, riding it down as fast as she could towards the ground floor. She had to get back to her teammates.

* * *

Water was one of the softest elements, possibly only short of air, in its natural state. Yet it could, over time, carve mountains in two and weather down rocky cliffsides into sandy beaches. Over centuries of time, of course.

The way Weiss and Emerald were fighting, they weren't content to wait nearly that long.

Their fight quickly spilled out of the alleyway and into the street, as Grimm loped past after civilians, giving both of them a wide berth. Emerald slapped her hands together then spread them apart, throwing two wide arcing sprays of water at Weiss, hoping to knock her down from one angle or the other. But her opponent was a skilled practitioner, easily as good as Emerald, and easily slid around both sprays, catching them as she pivoted on her heel, flowing like water herself.

Weiss covered her fingers in sharp iciciles, then flung them at Emerald. Unperturbed, the red-eyed girl grabbed up each one between her own fingers, as effortlessly as catching a tossed apple. She then clenched her fist and reverted them back into water. She then encircled her body with a rotating ring of liquid and fired off sharp punches, launching icy chunks of it at Weiss. Unable to catch them the same way, Weiss threw down a wave of water and froze it as she leapt on it, riding the wave out of harm's way and sliding around for another pass against her opponent. Emerald quickly flowed along a similar wave of ice and water, sliding easily along the streets, leading Weiss back the way they'd came, towards Beacon Academy.

Their fight continued to grow more intense as water splashed all across the streets, making footing hazardous. Weiss used this to her advantage, freezing solid a puddle under Emerald's foot once her concentration was otherwise diverted, and then slammed bodily into her, knocking the darker girl onto her backside. Within seconds Weiss was upon her, water sliding through her palm to form a sharp icicile.

"Surrender now, and you'll be treated mercifully," Weiss said, pointing the icy tip of a frozen rapier at Emerald's throat.

But it seemed the streetrat waterbender wasn't out of tricks just yet. Emerald threw up a hand, fingers curling like the legs of a spider-rat, and Weiss instantly froze. Not coated in ice, her whole body suddenly just stopped moving. Her limbs jerked along with the flicking of Emerald's fingers, and Weiss felt a terrible, horrible sensation running through her limbs, accompanied by a sloshing sound that left her sick to her stomach.

Somehow, the red-eyed girl was bending her _blood_.

"How... is..."

This possible seemed to be the next logical choice of words, and Emerald had heard them repeated often enough to know the mantra by heart. "My bloodline is one of the most ancient and strongest of all time, tracing its way back to the days of Tu and La," Emerald said, standing up steadily and holding up her other hand, solidifying her grip on the Ice Princess. "Even the Avatars of old have had reason to fear our power."

Weiss caught a flicker of movement to one side, and a flash of green.

"What's going on here?" demanded Blake. "What're you doing to my teammate!"

Recognizing the voice, unable to turn her head, Weiss could only gasp as she realized Blake had arrived and was going to try to save her. She had no idea of the danger she was in.

"Blake, no, get out of here!" Weiss cried.

Surging forward, the Kyoshi Warrior threw up a huge chunk of concrete by her shoulder, preparing to throw it... when her whole body stiffened and she lost control of her limbs...

* * *

Beowolves howled in defeat like a bunch of wolfbats as Ruby sent another gust of wind nipping at their heels, driving them off. Three were already dead, but airbending was a peaceful style not meant for lethal strikes, and it wasn't easy for her to inflict lasting damage on Grimm as a result of it. Even so, she'd been doing remarkably well all the way back to Beacon's grounds. Anything that had tried to stand in her way had quickly learned the folly of such.

Lightning flashed overhead, and Ruby glanced up at the storm and the circling dark spirits. Things were getting worse by the minute. She needed to find her team and she needed to help put an end to all of this.

She was almost to the main hall of Beacon when she caught of someone standing there. A flash of lightning illuminated the air, revealing who it was.

Avatar Ozpin.

He'd forsaken his more casual robes and was wearing something much more eminently appropriate garb of battle. A black, tight-fitted robe trimmed with white, the collar of which unfolded around his shoulders with the emblem of the white lotus on it. Ruby recognized the symbol from their pai sho game, though she did not quite grasp the full meaning behind it. None the less, it was easy to see Ozpin's expression. He looked uncomfortably dark, even grim, in the face of the destruction happening to his beloved city, school, and people.

He spoke not a word, did not lift his hands from the walking stick held between them, but subtly pointed with his index finger.

Ruby turned... and gasped at what she saw.

Yang was dropped unceremoniously onto the ground by Mercury, who sneered down at her unconscious form. At least, Ruby hoped she was just unconscious, she didn't look to be breathing. But more terrifying was the sight of Weiss and Blake just standing there, arms locked at their sides by invisible wires and writhing in pain, as Emerald stood behind them. From the stance and position of her hands, somehow controlling them, holding them in place. She was bending them somehow. Was that even possible?

Whatever she was doing, it left only one member of Team RWBY free to fight, and that was their young airbender Ruby.

Ruby glanced back, anxious to call for Ozpin to help her drive away the enemy, but he had vanished.

She was all on her own now.

* * *

Cinder was not particularly pleased to know Emerald and Mercury had chosen to take hostages, even if they were students. Her plans were such that once the smoke cleared and the dust settled, no one would be any wiser of their involvement. Once they had the power of the Avatar, Cinder intended to be viewed as a hero, and her subordinates at the very least as good, helpful students of the crisis. But they'd been seen, and challenged. And that could only mean trouble if someone contradicted their carefully crafted lies. So they needed to uncomplicated things, and quickly.

They only needed the airbenders alive. All others sorts were expendable.

Thus, unfortunate though it was, she was going to have to have Mercury and Emerald get their hands dirty again. She was about to order such when a gust of wind slammed into her back. Eyes widening, Cinder weathered the crashing air, glancing over her shoulder in irritation.

There stood a young airbender in her path, pale and dark-haired, with eyes like molten silver and an expression of great anger.

"Leave them alone!"

Golden eyes narrowed, blazing with inner fire. "You again?" she said, recognizing her from earlier in the day. Cinder put a name to her face, recalling their talk earlier.

"Ruby Rose."

One of Mercury's classmates, and an airbender student under Oobleck. From what her subordinate her told her, a typical member of her nationality. Hyperactive, fast talking, and cheerful to the point of being painful. But nothing threatening to their plans.

And now she was standing in Cinder's way, daring to tell her it was over.

Her third eye lit up with golden fire as Cinder prepared to show her just how wrong she was. The ground erupted in front of Ruby as if it had been packed full of blasting jelly, sending the young airbender flying. She slammed into the ground on her back, groaning in pain.

"Watch out, Ruby!" Blake called out.

Ruby turned just in time to roll underneath a wave of super-heated air, feeling its intense power as it passed over her body, already in motion. However, she hadn't been the target.

The explosion impacted the ground in front of her teammates, sending them flying through the air. Yang and Weiss and Blake impacted the earth hard, clothes scorched and unconscious. They hadn't been outright set ablaze, but by a very thin margin. And that seemed mostly because Cinder was still just toying with them all.

"You're all alone now," Cinder said, eyes widening as another blast shook the ground by Ruby's feet, forcing her to retreat once again. Her hands filled with fire as she prepared to make this fight more even. There would be no fun in ending this prematurely.

"Cinder, she's an airbender!" Emerald quickly reminded her. It did make the firebender pause, flames licking her palm as she considered the possibility. Then, with a shrug, resumed her attack.

"One won't hurt," she said, blasting fireballs at Ruby's feet as the younger girl back flipped out of the way, narrowly avoiding being flash fried. Cinder's attacks were incredibly fast, and she was using them with lethal intent, fully trying to kill the young airbender. Avoiding another devastating flame, Ruby threw a ball of air under her feet and hopped atop of it, speeding across the ground on the Air Scooter. Her crimson cloak flapped behind her as she tried to circle around Cinder and come at her from a blind spot, but the three-eyed woman did not seem to have any. Worse, she kept sending explosive blasts her way, breaking up the ground and making it harder for her to find a clear path for her scooter. In the end, the ball of wind dissipated against some crumbling rocks and Ruby was sent flying onto the ground, skidding across the broken rocks painfully before coming to a full stop.

Seeing her prone, Cinder sauntered over to her, short dress swishing about her knees as she paused a few yards away, well within killing distance, and placed her hands on her hips.

"And after all that... you've still failed," Cinder taunted. "Look around you, girl."

Ruby lifted her head, silver eyes wide and mournful as she saw the destruction, the devastation. So many lives lost, so much damage done. Worse still were the ones still alive, still in terrible danger. Weiss. Blake. Yang. Her friends. Her family. Her teammates. They were all counting on her, and she couldn't do it. She couldn't beat Cinder. Air alone wasn't enough. She needed more.

Ruby glared up at her enemy, feeling her anger rise, soaring within to incredible levels. Building within her like a great pressure seeking release.

"This academy will be mine. This city will be mine. And soon this _world_ will be mine. I have worked too hard to be denied now, little girl. And who are _YOU_ to stop me?" Cinder asked dangerously.

Ruby didn't reply at first. In truth, the Combustionbender was half convinced she was done for. Her eyes were closed, as if she was preparing to accept her fate. Then there was a massive surge of energy, and the wind began to pick up, dust and grass blowing on the breeze as a small tornado began to form, with Ruby at its center. Dark hair billowing in the unexpected breeze, Cinder watched with uncertainty as Ruby slowly rose to her feet. No, not so much rose as _floated_ , the very air lifting her up until she hovered an inch or so above the ground.

When Ruby next spoke, another voice overlay hers. A man's voice. One Cinder recognized instantly, with a great, growing sense of dread.

" _A simple... more honest soul..._ " Ruby/Ozpin said.

* * *

 **Authors Notes:  
** The battle took far longer than I intended, and I had to extend it out from the previous chapter into this one.

I'm sure more than a few of you figured out the 'twist' of Ruby being the new Avatar ages ago, but hopefully it was still written/conveyed in such a way that was still enjoyable to read.


	14. Light and Darkness

Ruby's eyes opened, and a blinding bright light erupted from them. So bright and terrible it seemed to draw in the surrounding illumination, darkening the battlefield as surely as if the stars had gone out. Throwing back her head, Ruby let great jets of fire erupted from her hands and open mouth, spinning around her dainty form in a halo of flame. Another gesture, a clenching of fists, and a number of rocks on the ground shattered into tiny fragments, each no larger than a dagger. These too were set to encircle her figure in an ever-rotating halo. Finally, a splash of water from the far off river was drawn through the air, wrapped around Ruby, like a third ring of power, completing the elemental set. The wind from her rising gale force drew tighter, into a ball of elemental fury. And at the center of it was Ruby Rose, eyes like tiny suns as she gazed dispassionately at her enemy.

There could no longer be any doubt.

"The Avatar..."

Cinder recoiled, stepping back momentarily before rallying her courage. It was one little girl. Avatar or no, she wasn't a God. She _could_ be beaten. Cinder had done it before. With help, admittedly, but she had done it. And she wasn't alone this time either. Mercury dropped out of the sky to land beside her in a crouch, while Emerald slid along an icy slide to her side.

"Well... we found her..." Mercury said, his voice deadpan, but with an undercurrent of fear. Clearly he was waiting for directions. "What the heck was step two?"

The three-eyed Combustionbender glared over at her subordinate out of the corner of her eyes, but couldn't entirely fault him for feeling afraid. Her own hands were shaking. Worse, he had a point. The original plan was definitely in ruins. They'd succeeded in finding the Avatar, but it seemed they were too late in their attempt to take them unawares. Ruby Rose was far too willful and stubborn to submit to Cinder's rightful rule. To give her power willingly. So they did indeed have to exercise Plan B. To take it by force.

"DESTROY HER!"

All three of them attacked at once. Wind, water, and of course fire were flung at the awakened Avatar with great ferocity. Indeed, so fierce was the attack that for a second the dust kicked up by it obscured any view of the young girl. Cinder threw up an arm to shield her eyes, even as Mercury ascended into the air for a better view. Emerald stumbled backwards, checking their rear for any potential other dangers. Had they succeeded? Surely no one could survive a barrage like that. But when the dust settled and the smoke cleared, Ruby stood in exactly the same spot she had occupied before, the sphere of four elements still spinning around her. If anything, their attacks had only added to it, making it even _stronger_.

She spoke not a word, but her dark expression spelled out her thoughts clear enough, even as her eyes blazed with greater intensity.

 _My turn_.

Ruby's arms swung up as her fingers assumed the proper bending forms, her legs and feet assuming the appropriate stances, her arms and hands the correct positions. What she herself did not know, her former lives remembered. As intimately as breathing. Water. Earth. Fire. Air. The four elements had come together in opposition of evil once again.

The Avatar dropped to the ground and kicked low, and the earth shuddered, shaking underneath the feet of Cinder and Emerald and knocking them on their backsides. Neutralized, that left Mercury to contend with as Ruby wasted no time in tensing her legs and pushing off the ground, speeding through the air after him. The gray-robed airbender dodged her move, but the sheer force of it sent him careening out of control before he re-asserted his dominance of the skies. And only just in time, for she was speeding towards him again, hurling fire and lightning like they were going out of style.

Mercury gave a most undignified yelp and took off, trying to take a wide arc around to give his comrades time to hit the Avatar. He flew through the air with great speed and grace, but no matter what he did, she always seemed to be only a few seconds behind him, coming in dangerously close.

Desperate to gain some breathing room, he twisted and rolled in mid-air, throwing an airbending slice at her, then dove down low to the ground. Ruby didn't even counter the strike, but let it harmless dissipate against her elemental sphere. Pausing in mid-flight, she threw an arm out, and the circle of water followed her motion, snaking out like a tentacle. It grasped a hold of Mercury's leg and hardening into ice. With a swing, Ruby flung him over her head and through the air, heading right towards the ground. The gray-haired boy gave a cry of terror as his arms pinwheeled, desperate to stop his flight but unable to do so. He hit the ground so hard he bounced, rolling head over heels until he collapsed in a broken heap on the ground. His legs were twisted at unnatural angles. He wasn't dead, but he wouldn't be walking again anytime soon.

"Mercury!"

Emerald flung her arms up in a familiar movement, viciously striking with her digits, fingers trailing through the air as she tried to bloodbend the Avatar into submission. If it didn't kill her, it might hold her in place long enough for one of her comrades to finish the job. Alas, it was a completely useless gesture, the Avatar State shrugged off her bloodbending like it was nothing. Ruby did not even flinch. She threw down a trio of fireballs in retaliation almost casually, letting them erupt on the ground to either side of Emerald. The green-haired bloodbender dodged the first two, then a third that exploded right at her feet, knocking her through the air to come crashing down next to her teammate nearby. She struck her head hard as she landed, instantly unconscious.

That left only Cinder Fall to stand before the Avatar.

Breathing in deep and sending a blast of combustion energy up at Ruby, the eruption knocked the fledgling Avatar back through the air, finally giving Cinder some much needed breathing room. Tempted to use the time to prepare another attack, she decided manipulation was the better part of valor on her part. Not escape, not retreat, but a strategic fallback. She started for the schoolgrounds, pushing waves of fire behind her hands to propel herself forward faster as she made her move.

The Avatar instantly gave pursuit, raising up her arms and having huge rock stalagmites erupt out of the ground. Cinder zipped between them, smashing through any with fire blasting fists that she could not avoid. Within seconds, Cinder had reached her goal, and the Avatar hesitated, if only for a moment.

For the dark-haired firebender now stood on the ground beside the remainder of Ruby's teammates. Weiss and Blake were crouched side by side, the Schnee Princess protectively holding the Kyoshi Warrior at her side, while Yang lay on her side beside them. None of them were in any condition to fight, particularly against such a powerful foe. Cinder's open palm was pointed downwards at Yang's wavy blonde hair, threatening to roast her.

"Back off or they die!" she declared.

Ruby's glowing eyes narrowed dangerously at the threat to her precious teammates. Her friends. Her family.

With an angry, almost contemptuous flick of her hand, the earth swelled up behind Cinder in a great fist, punching her in the back and sending her flying through the air. She splashed down in the nearby fountain, and Ruby raised up her arms, palms skyward, creating a high rising geyser that brought the three-eyed woman nearly a dozen stories up into the air before letting gravity reclaim its hold on her. Cinder came crashing back down, scrambling backwards in fear. When she'd killed Ozpin, it had been in a moment of weakness, he'd been caught off guard and outnumbered, but Ruby was exercising the full power of the Avatar state at her command. And it was terrifying to behold. Cinder, for all her power and cunning, was helpless before its awful majesty. The Avatar was a force of nature, utterly unstoppable.

Ruby threw her arms upwards, fingers splayed as all the elements followed her command. A line of fire, a stream of water, and a string of rocks started climbing in the sky, swirling around in another in a powerful elemental drill, then came speeding down as Ruby threw her arms downwards.

The drill was heading directly for Cinder, who closed her eyes and tensed, waiting for the moment of impact...

... only for the elemental drill to stop...

... inches from her face.

For a moment, the near hit simply didn't register, and Cinder continued to flinch, convinced she was going to die. But when it failed to hit, cautiously she opened a single golden eye, peering up at the Avatar in stunned disbelief.

" _No_."

With that word, the elemental drill dissipated, the fire extinguished as the pebbles fell harmless around Cinder. The splash of water, however, soaked her as she gazed up in sheer disbelief. She was being... spared?

Spared but not forgiven, evidently. Ruby kicked her heel down towards the ground, and the rocks to either side of Cinder's arms and legs quickly engulfed her limbs, pinning her down. Angrily, Cinder drew in a breath, ready to send an explosion Ruby's way and blow her to smithereens when a wave of water washed over her and froze solid in seconds.

Glynda lowered her arms, having finally made it to the battlefield in time to be of use. Cinder wouldn't be going anywhere anytime soon. Nor was Glynda the only one who'd arrived. Port and Oobleck were fast on her heels, and other members of the staff and faculty with them. Several of them made quick work of any remaining Dai Li in the area, capturing them and trussing them up good. Other students of Beacon, citizens of Vale, soldiers of the Empire, benders and non-benders alike were converging on the spot where the Avatar stood, still wreathed in an aura of elemental power.

But their presence, while welcome, wasn't a sign of good times. Enemies were still tearing through the streets, and for every one person here, a dozen more were out fighting and dying to the forces of the Grimm, the Dark Spirits, or the Dai Li. The Avatar's task wasn't done yet.

Lifting up her head and ascending into the sky as graceful as a leaf on the wind, Ruby gazed down on Beacon as the elements continued to whirl around her body like a sphere of power, seeing beyond them the hordes of Grimm still tearing at the structures and threatening the lives of the people. Her people. The people of the world. Many were fighting back, but the death count was only going to climb higher unless she put an end to this.

So she did.

Gently lifting up her open hands, Ruby began to rotate them in a slow circle over her head. The winds picked up in turn, gradually at first, and then stronger and stronger. Overcast skies began to darken even further, as great clouds began to form as moisture in the air. Condensed into rain which soon began to fall, and lightning that crackled overhead as the Avatar called down the thunder. Such was the fury of the storm that it instantly drew all eyes within the vicinity of Vale, be they Human, Faunus, Spirit, or Grimm. Ruby stood at the epicenter of the chaos, a beacon of hallowed light amidst the darkness, and her presence inspired hope in the beleaguered defenders, while inspiring terror in the Grimm. Creatures born and bred of horror, now subjected to the same terrifying emotion. With howls of anger and growls of fear, the black beasts broke away from their onslaught and turned to flee instead. And so en masse they loped, galloped, scurried, or fluttered away in abject terror of the Avatar's incredible power.

Below, the rest could do little more than watch in awe. One lone bender stood against the tide of monsters and did not break. Instead, they broke against her, the hordes of Grimm retreating in outright terror. Light had conquered the Darkness. The last of the Grimm were soon fleeing back into the wilderness, and the battle had ended. But the elements continued to wind and whirl around the dainty form of Ruby, and her eyes glowed with an eldritch light. The power of the Avatar had not let her go. She descended down to the ground, but she did not seem to see anyone around her, her gaze unfocussed and on the horizon. Staring into eternity itself.

Hesitantly, a battered but still standing Weiss stepped closer to her, entering the invisible circle that surrounded the Avatar. "Ruby?" she said as softly as she could.

The girls head turned, and Weiss flinched back for a moment from the sheer power of that gaze. Like looking into the sun itself. But despite her fear, Weiss pressed on, hesitantly taking another step closer. "Ruby, it's me. It's Weiss."

The Avatar gazed at her dispassionately, seemingly unable to recognize her anymore.

"Remember? Ice Princess?" she tried again.

The words seemed to reach the fifteen year old girl within the Avatar, and a moment later the glow faded from her eyes, revealing their silver shine before they rolled upwards in her head, and Ruby started to faint. Weiss was at her side in an instant, Yang following not too far behind. Blake was there too, watching as the other girls gently caught Ruby's shoulders and eased her down to the ground. By now more were gathering around them, anxious to know what had happened. They'd all seen the Avatar drive away the Grimm and the enemy forces, but they'd seen from a distance, they'd mistaken it for the arrival of Ozpin to the battlefield. To find their Avatar such a tiny little girl had most of them confused and puzzled.

And it wasn't over yet.

Ruby had collapsed, and her breathing was shallow. She was unconscious as Weiss and Yang laid her down on her back. Blake leaned in, resting her head on Ruby's chest, listening with her cat-like ears. They twitched.

"She's fading fast," Blake said. "Her spirit's exhausted... her heart rate is slowing... and she'd cold as ice."

Her older sister took her hand, and Yang winced at just how cold Ruby's flesh was growing.

"H _e_ a _l_ e _r_!" the blonde screamed, her voice cracking. "Someone find a healer **NOW**!"

Several people moved to find one, but most of the waterbenders with medical expertise were scattered throughout the far corners of the city, or else still trapped in the infirmary like the teaching staff had been. However, there was still one available, and Jaune didn't hesitate to step forward. He halted only when a hand came down on his shoulder, holding him back.

"I can heal her," Jaune said, not even bothering to turn around. He knew who was there.

Pyrrha's grip tightened. "Jaune, no, the strain..."

"I can heal her," Jaune repeated, more firmly. As gently as he could, he pushed away Pyrrha's hand. Now wasn't the time to hold on to her for support, now was the time to stand on his own. "I just need some water."

Weiss popped the top of her waterskin and drew out its contents, transferring the liquid into Jaune's reach. It flowed over his hands, coating his fingers, glowing with a sapphire shine as he knelt down beside Ruby, resting his hands over her head and her heart.

"Well, here goes nothing..." he said, shutting his eyes tightly.

Everyone watched with baited breath, unable or unwilling to speak, the entire moment seemed to stretch from a mere handful of minutes to an eternity and then some. Not a sound disturbed them, save for the occasional gust of wind it was more silent than a funeral, and much more somber. The water in Jaune's power continued to glow, even more brightly for a moment, then slowly fading away until it was dim again, evaporating in his grip as the refreshing power flowed into the young Avatar's body.

Then, Jaune slumped, his hands leaving Ruby, and her teammates clustered around her, concern stretched all across their features. But the waterbending boy had done his work well. Jaune sighed in relief as he saw his patients shallow breathing return to normal, and her eyes slowly start to open.

"H-hey... welcome back, Ruby," he said, his voice strained.

She blinked silver eyes, his face coming into focus. She knew without anyone saying a word that he'd been the one to save her. To heal her. The Avatar State had strained her frail body to the limit, but he'd restored her life and health.

"Thanks Jaune," she whispered.

He gave a tired smile, trying to non-chalantly rise to his feet, but he was far more drained than he realized, and stumbled. Fortunately Pyrrha was there to catch him and provide support. Steady as a rock. Stronger than steel. She and her teammates supported Jaune even as Ruby's teammates supported her, helping her to sit up.

Clap.

Clap. Clap. Clap.

Clapclapclapclapclapclapclapclap.

A slow clapping picked up, as somewhere out amongst the crowd, someone felt a need to applaud the bravery of Ruby and Jaune. And indeed, all of those who had fought and died today to protect the light and goodness in the world. Vale had been greatly damaged, but a good many of its people had survived. The clapping was quickly picked up by another, and then another, until almost everyone was part of it. There was no joyful cheers and hollaring, but no one could help but be swept up in the moment. A moment in history had been made, and they had all been witnesses. Even Glynda could deny it no longer.

"We've found her. That girl is the Avatar," she said in amazement.

Doctor Oobleck nodded. "And this is only the beginning," he surmised.

By his side, Port nodded sagely. "It most certainly is."

* * *

With the battle finally over, the wounded were taken to the medical ward. Despite being almost fully healed by Jaune, Ruby had been brought there as well. Her body had been repaired but her spirit was exhausted. Glynda had insisted the professional healers, including some of Beacon's spiritualists, had a chance to examine her and make sure there was no lasting damage. And when that hadn't held quite enough weight to persuaded her, _Yang_ had insisted.

With fire.

And Ruby had thus dutifully complied with her big sisters wishes. She climbed into a bed in the medical wing and did not budge.

She ended up sharing a bed next to Jaune, who was equally trying to recover from the efforts of his healing. The technique had put incredible strain on his chi, and Jaune felt like he'd just run a marathon whilst carrying Nora on his back. He had a rare gift, but it evidently needed more practice so it wouldn't exhaust him so much. But his teammates were encouraging, and even Glynda was giving subtle praise to his newfound ability, and he felt confident in four years he just might have it down.

Ren was in a bed on the other side of the room. Despite his best efforts, he'd been beaten by the girl in pink, though thankfully not fatally. He'd be on his feet in no time, but the defeat still stung him, and he was even quieter than usual as the rest of Team JNPR praised his bravery.

Ruby smiled, grateful to be amongst her teammates as well. All of them really. Her friends. Her family. Even Penny. What a shock _that_ had been, to discover she'd still been alive. But Penny had come by with some sunflowers on behalf of herself and Future Industries, thanking the Avatar for saving the city... and then spent half the day talking with her friend Ruby about the battle and their respective parts of it.

"And then when we ran out of targets Ciel and I grabbed one of the Paladins and made our way towards the school..." Penny narrated, her hands in motion as they displayed the battle non-verbally to accompany her words. "Boy did we ever have trouble convincing the others not to fight us... they thought _we_ were Dai Li at first... can you believe that? ... but then...!"

Soft giggles slipped out of Ruby before she could catch herself. Penny was just so infectiously enthusiastic. "I knew you could be a hero too," she said.

Pausing midway through her next gesture, Penny looked up, startled, and remembered. Their very first meeting. A blush lit up her freckled cheeks. "... yeah... I guess you were right."

The two girls shared a smile, grateful for one another's presence, and then Ruby gently prompted her to continue, and Penny went on with her story, explaining how she'd nearly had her Mecha-Tank Paladin suplexed by a walking collection of moss, vines, and seaweed before she had to eject herself from the pilot's compartment. And there were lots of other interesting anecdotes from the battle to share, it seemed.

Eventually, however, the healers had been forced to usher everyone out of the medical wing and let Ruby and the other patients have some peace and quiet while they rested.

* * *

"How are you feeling?"

She hadn't really been all that tired, not enough to sleep, but she had started to doze off before the voice came and her silver eyes snapped right open. Sitting at the edge of her bed was one last visitor, it seemed. The familiar form of Avatar Ozpin, gray-haired and golden eyed, dressed once more in the comfortable green robes of a humble man. A teacher, not a warrior.

Now that she knew the truth, Ruby saw him in a wholly different light. Literally, in at least one respect, for his body was semi-translucent, and she could faintly make out the wall of medical supplies behind him. He looked ethereal and ghostly. In other words, a spirit.

"Ozpin," she greeted, lifting up her hand, unable to quite find the strength to sit up.

"Hello, Ruby," he replied. "You did a very good job today. I'm proud of you."

In the bed beside hers, Jaune stirred in his sleep, but did not awaken. Ruby pitched her voice lower, not wanting to disturb him, or any of the others sleeping. Ozpin didn't need to bother it seemed, but that's what happened when you carried on a conversation with a spirit.

"I don't really remember much of what happened," she said softly, resting her hand against her forehead. "I think I blacked out."

He shook his head. "The Avatar State... it can be very intense your first time, but don't worry, it becomes easier to do with practice."

"So I'm the Avatar..."

She hadn't phrased it as a question, but he nodded anyway. "Yes. The latest in a long legacy, stretching back further than any of us can remember. The Avatar State is a reflection of that. It allows your past lives to channel their power through you, raising your bending to incredible new heights."

"So I didn't really do anything," Ruby said, feeling a wave of morose feelings wash over her. "You did."

He shook his head, adjusting his glasses a moment later. "Untrue. Does your team... Team Ruby... does the accomplishments it acquires as a team diminish any effort of its individual members? I think not. Yes, I, and Amber, and Kuruk, and so many others before us... yes we helped. But you were the one who woke the part of yourself deep down within that allowed us to do so."

That brought a smile to her face, albeit a tired one. Ozpin could sense she needed her rest, and he reached out a hand, resting it over hers. Though only a spirit, his fingers felt warm against hers, she could feel his life force, truly there with her. And with growing realization, knew deep down that it would always be there. And _he_ would always be there for her.

For he was part of her, and she was part of something grand.

Ruby was truly blessed... but she knew this was only the beginning.

She had a lot of training to do, now more than ever. In addition to airbending now she'd need to learn waterbending, earthbending, firebending, all from the most prestigious and hardened masters of the arts. Beacon Academy would be her home for quite a while it seemed. Probably longer than the standard four years. And even after that, she had a lot to do. There was many enemies in the world who wanted to see the peace and harmony fail, to see the Avatar destroyed. But Ruby wasn't worried. With her team by her side, Ruby was fully confident she could accomplish anything, Avatar or no.

Ozpin's time had come to an end, his era was over.

His associates, many of whom had been in the know about his passing for a long while now, would make a formal announcement in the near future. But they would have good news to share alongside the bad now. Like the turning of the seasons, the Avatar Cycle had begun again. A new Avatar had been found. The Next Avatar. As it had been for almost ten thousand years, one Avatar had departed the world but a new one had arisen in their place. To carry on their legacy of peace and harmony in a world at war. To be a shining light amongst the darkness. Theirs would be the stuff of legend.

And this time, it would be the Legend of Ruby.

* * *

Cold.

Wind howled across the void, like the screams of a thousand damned souls, stealing the warmth from the body and chilling the spirit down to the core. Overhead, the sky was a dull crimson, like blood, and it washed over everything, tinting it a reddish hue. Dark crystals erupted out of the ground at frightening angles, shaded from violet to purple, and made of a material that was harder than diamond. It was an inhospitable, desolate region of the Spirit Realm. Few spirits even bothered to venture this far into its murky reaches.

But some still did. Dark shadows flitted across the landscape, ascending up a mountain of violet crystals. The higher they went, the more the uneven, broken mounds of gemstones gave way to what seemed like a path of crushed crystal, so fine a powder it was like dust. And it lead all the way up to the peak, which was flat and somewhat narrow. It offered a perfect view of the surrounding landscape in all of its horrible, eerie sort of dark beauty.

Someone was waiting there, a soul darker than black. They did not move as the shadows dropped down in a supplicant position behind them.

"My lady," whispered the shadowy figure. "We have news. We've finally discovered the new Avatar."

That perked some interest, for the head of their mistress turned slightly, indicating they had attention focused on them. Without a word, they were signaled to continue with their report.

"We've discovered they're at Beacon, in the United Republic, nearly two full years ahead of schedule..." they said, rattling off the information acquired by their spy network. "It's a young girl, originally an airbender... has a sister and a team already, and only just recently learned she was the Avatar when she defeated Cinder Fall... uh... that's just about all we've uh... we've uh..."

A voice seemed to interrupt, at once soothingly calm and deathly quiet. "What is their... _name_?"

Stumbling over himself, his tongue glued to the roof of his mouth, the shadowy servant took a moment to recover, raking his brain for the name before he finally remembered. "Ah, she's named uh... uh, Ruby Rose... my lady."

"Ruby... _Rose_..." The name was whispered on the cold wind, as if testing it. Tasting it. Learning about it. There was something familiar about it, as well. Something...

Perhaps sensing their thoughts, the shadow paused to double-check his facts. Confirming they were right, he pressed on with his report. "Apparently she's the daughter of Taiyang Xiao Long and a... Summer Rose..."

 _That_ name got a reaction.

The shadowy servant trailed off as the dark figure fully turned to face them, and they dropped lower fearfully, unwilling to meet the gave of their dark lord. An instinctive feeling of dread washed over them as they gazed at their dread master, the Witch of the Dark Realm, the Mistress of Black Water, and the Bringer of Darkness.

Her garments looked like water tribe, but they were a dark purple in color, not wholly by design but also by age and wear. They looked waterlogged and soaked, the fur trimming was frayed, and they looked out of style by at least a century or two. Of the woman herself, very little looked natural. Her hair was white, not from age but naturally, seemingly drained of color, and dry and brittle by all appearances. She'd done it up in an elaborate hair-piece bun, sticking out at all manner of odd angles behind her head. Skin so pale it was positively bloodless stretched tightly across rigid features, like a porcelain doll rather than a person. Her veins were visible under the skin, so paper thin as it was. Even her lips were bloodless and pale. Eyes like dull rubies peered out from underneath a pair of white brows. Her gaze was not warm, but cold and lifeless. She may well have been cast from stone, or else been some animated corpse. Nothing about her looked natural, or even felt natural. She was like a blight of nature, unholy and dangerous.

Her name was Salem.

And for the longest time she was quiet, her expression unreadable, dead and frigid as a corpse left in the snow. But gradually, her pale lips curved upwards and her eyes seemed to light up with an inner fire. It had the effect of making her look even _less_ human and more horrifying. Then and only then did she speak. And she spoke but a single word:

"... _finally_."

* * *

 **Authors Notes:  
** Originally, the story was meant to end here, just after the defeat of Cinder, but being further inspired by reader input, have decided to press on with more, including this teaser here. Book Two, ho! Featuring special new villain Salem.

Also going to take this opportunity to give a shout out to my friend 'Zeroan' and their 'The Legend of Remnant' crossover. We've had many parallel ideas, but equally we have quite a few differences, and some of my story elements is owed to theirs. If you enjoy a good RWBY and Avatar crossover, please check it out. You will not be disappointed.

Mercury's legs being broken in the final battle is quite naturally a reference to his canon counterpart having artificial ones. Whether or not he'll get some form of upgrade or future appearance is still very much up in the air at this point. Ditto Emerald and Cinder, and probably Torchwick and Adam too.

Neopolitan, on the other hand...


	15. All That Glitters

**_Water. Earth. Fire. Air._**

 _Long ago, the world of Remnant was in a state of conflict and chaos. The forces of Darkness and the creatures of Grimm threatened to destroy everything. No one was safe. Mankind was on the brink of destruction, and it seemed as if all hope was lost. But that all changed when the Avatar first came into being._

 _Many years later, and many years ago, Avatar Ozpin founded the school of Beacon to train future defenders of the peace. But when the world needed him most, he vanished, and Darkness crept back into the world._

 _Years passed, and the new Avatar was discovered: Ruby Rose. And though her airbending is great, she still has a lot to learn._

 _But I believe, that Ruby..._

Splash.

 _That Ruby..._

Splash.

"Keep your stance fluid!"

 _That Ruby really sucks at waterbending_ , Weiss thought, frowning as she watched her teammate dunked in the nearby fountain for the umpteenth time.

It was late afternoon, and most of the classes for the day had ended. Students of all the elemental nations who studied at Beacon were enjoying their free time. Not so Ruby Rose. Since learning she was the Avatar, her classload had literally quadrupled in size. Even a quick study as she was practically smothered by the abundance of new bending techniques she was being required to learn, and in only a few short years. Today, it was the element of water. Her instructor was Glynda Goodwitch, Headmistress of Beacon.

The blonde woman paused in her instructions, adjusting her glasses as Ruby climbed to her soggy feet, taking up her fighting stance again. But as always, she was falling back on her airbending technique. Her feet were too close together, her arms too far out at her sides.

Watching nearby, Weiss grimaced, knowing well how gentle an instructor Glynda was. As a natural waterbender herself, she'd been in her classes. Indeed, she'd been through one today, though she'd been dismissed along with the other students almost an hour ago now. Weiss had elected to remain behind to watch her teammates progress, however.

It was not going well.

Just as it looked like Glynda was about to dunk Ruby in the fountain again, there was a chiming in the distance that signaled the changing of the hours. Weiss paused momentarily to consider the number of chimes, recognizing it was four in the afternoon. Ruby also heard, and her silver eyes widened in remembrance.

Swiftly she threw up her arms. Not in a bending technique, but to form a 'T' shape with her hands.

"Time out!"

Glynda's next attack, a series of watery tentacles tipped in sharp ice spikes... stopped inches from Ruby's head, and the Headmistress blinked in confusion.

"Time... out?"

The expression on her face, utterly bewildered, was priceless to behold, and Weiss wished she could have had a photograph taken right then and there. That sort of look would not occur again in her lifetime. Indeed, it was quickly being schooled into her usual look of cold disdain.

"Avatar Ruby," Glynda said coldly. "What on Remnant...?"

"Uhm, can we end lessons today here?" Ruby asked timidly. "I kinda... promised my sis and Blake we'd see them off at the train station. Their train leaves soon."

With classes having ended for the semester and summer rolling in, most of the students were scattering to the four winds for the next two months. Yang Xiao Long, Ruby's half-sister, was heading east to the grand city of Ba Sing Se, for a festival that was taking place in a few weeks time. Blake Belladonna, a native of the Earth Empire, was going with her, though she was less interested in the festival than she was in the new opening of the Amber Museum being opened in Ba Sing Se, which would detail a lot of the history of the founder of both Kyoshi Warriors and Dai Li.

Their train left in an hour.

Frowning, Glynda almost snapped, saying that the Avatar needed to focus on her studies and her duty... but then she sprang on the waterbending teacher the most devastating weapon in her arsenal:

The polarbear dog eyes.

Great huge pools of silver looked up at her pleading, wanting to see her sister off... and Glynda just couldn't say no to that face. It helped she hadn't ever been able to say no to Avatar Ozpin either.

Sighing in defeat, she lowered her head. "Go," she said, not unkindly.

There was a woosh of air, and a muffled protest that quickly faded in the distance. Glynda looked up to see Ruby and Weiss both long gone, likely the former had snatched up the later as she went. Idly shaking her head, the Headmistress collected up the spilled water and poured it back into its collective containers, cleaning up the courtyard and leaving it dry before heading to her office. Even being the teacher of the new Avatar didn't excuse her from paperwork, and she had a lot of it yet to do. She might well spend all of the summer break doing so.

* * *

Three months had passed.

And it still seemed like only yesterday that they'd learned Ruby was the Avatar. When Cinder and her organization had made its attack on Vale that had led to the destruction of great swaths of the city, to say nothing of the deaths of hundreds.

But time had healed the cities wounds, its buildings were under repair, and its people were flourishing again. In some cases better than before. With word of a new Avatar spreading across the world, people were flocking to Vale, and student attendance at Beacon had never been higher.

No where else was this heightened activity present than the train station, which was seeing record business. Partially due to the influx of travelers, but equally due to the new mag rail line that Future Industries had set in place. Travel across the entire United Republic had never been faster.

Ruby and Weiss arrived, immediately spotting the rest of Team RWBY near the rear of the train. Cheap tickets meant they were boarding last, in the rear of the train. Yang and Blake looked up, welcoming the others as they arrived.

Team JNPR was on the platform as well. Jaune and Pyrrha were taking the same train headed east, making a detour midway so they could reach their destination in the southeast of the Earth Empire. The city of Gaoling. The Nikos family originated out of there, and it seemed Jaune was going to be meeting Pyrrha's family over the summer.

He wasn't sure if he should be excited or terrified, and it showed. He'd nearly tripped twice just trying to carry their bags onto the train. He'd insisted on taking Pyrrha's, of course, as a proper gentleman. And she was doing her utmost not to laugh at his expense as he tripped for a third time, falling into the train and nearly knocking over another passenger. Her lips pressed together as she held a hand over them, her shoulders shaking from holding back her mirth.

Their teammates were there to bid them farewell, Nora looking almost comically tearful, Ren looking solemn as ever. But even he seemed to already miss his teammates as they exchanged their farewells, climbing into their compartment alongside Blake and Yang.

"Write often!" Nora called out as the train started to chug away.

"We will!" Jaune promised, leaning out the window to wave back.

"And don't do anything dad wouldn't want you to!" Ruby called out after her sister.

"No promises!" Yang yelled back, grinning wickedly.

The train pulled out of the station as Ruby came to a stop at the end of the platform, watching them go. From the platform, the two halves of RWBY and JNPR waved farewell to their teammates. For much of the season they'd been together, learning as teams, friends, almost closer than family. Now, they had to say farewell to one another for a time, as their destiny took them in different directions.

But they'd always have Beacon to come back to in the end.

* * *

 **FLASH.**

 _Ruby was drifting, floating through the air, drifting on a nighttime current. Below, an expanse of ice. Above, myriad colors dancing in the sky between the stars. A borealis. A rainbow in the night sky. It was beautiful._

 **FLASH.**

 _Planets and stars aligning in the sky, forming a conduit of energy. A convergence not seen in many years._

 **FLASH.**

 _A great ball of fire hurling through the sky, turning the skies red as blood. An omen of destruction and death._

 **FLASH.**

 _A face. Twisted with anger, pale with madness, dark with desire. Burning red eyes peered at Ruby from the gloom._

 **FLASH.**

 _Was that a polarbeardog? It was enormous. But this one had a gray tint to its shaggy fur. It stood and watched from the hilltop with a solemn gaze in its dark eyes._

 **FLASH.**

 _Water. Air. Fire. Earth. The Avatar Cycle, flowing in the opposite direction. Flowing in reverse._

 **FLASH.**

 _Penny. Penny was there, looking terrified, so pale her freckles stood out sharply as her bright green eyes seemed to widen in horror._

 **FLASH.**

 _There, up ahead. It was a white expanse of snow, leading to a Cliffside that dipped dangerously into nothing. There at the very edge of the cliff, a marble plaque. A simple inscription:_

 _"_ Summer Rose: Thus Kindly I Scatter _."_

 _And there, in front of it..._

 **FLASH.**

 _The figure hooded in white. Standing in front of Ruby. Her head tilted up, and the shadows seemed to fall away from her face. It may as well have been a reflection distorted with time. It was Ruby's own mother. Summer Rose herself. She called out to her daughter._

 _"Ruby!"_

 **FLASH.**

* * *

Sitting up straight in bed, Ruby inhaled sharply. That had been one hell of a vivid dream.

A dream... or a vision.

A head popped up beside the bed, and Ruby nearly shrieked in surprise before recognizing Weiss. The Schnee Princess looked disheveled from sleep, but her gaze was clear as she beheld her teammate.

"Ruby, what is it? What happened?"

"I... I uh..." Ruby felt like she couldn't breathe for a moment. But, remembering her lessons, took in a deep breath, held it, and released slowly. In through the nose, out throught he mouth. Her anxiety lessened, though it did not vanish entirely.

"I saw my mom... I mean... I think I had a vision!" Ruby said, silver eyes shining in the moonlight.

Weiss blinked in surprise. "Your... mother?"

The younger girl nodded numbly.

Grimacing, Weiss hopped off the floor, climbed up onto the top bunk with Ruy, and sitting down beside her. Beside her, Ruby curled her knees up to her chest and wrapped her arms around them. "Ruby, you told us your mother... perished a long time ago."

"She did," Ruby affirmed. "At least... dad said she did. But I saw her. And it wasn't a dream, it was real. It felt real. It was a vision. I think she's trying to reach me."

"Reach you? From where?"

"The Spirit Realm."

The implications hit like a ton of ice. "Is that even possible?"

"I don't know but... I have to try. She's calling to me."

Weiss pondered this, running a hand along her chin in deep thought. "Well, okay... but how do we get there? Do we have to meditate or uhm... what's the air nomad thing you do?"

"Astral projection," Ruby replied immediately.

"Do you know it?"

Of course she knew it!

... that was to say she knew _of_ it.

Actually performing the technique was a lot more difficult. Ruby had never been the strongest at meditation, mostly because it involved sitting still for long periods of time. She had too much energy, she fidgeted too much. Her mind raced when it should have been calm. Other airbenders could astral project. Lie Ren could utilize the Astral Projection airbending technique, but that didn't exactly help the two of them.

"... but there's something else," Ruby said, having explained all that. "I saw the North Pole in my visions too. I think I'm supposed to go there."

"The Northern Water Tribe?" asked Weiss.

"Yeah... and like, this place just beyond the city... some sort of... grove? No it was like a cave. Well, it was kinda both, actually. There was grass, and trees, and it felt warm... like... _really_ warm..."

"The Spirit Oasis," Weiss identified instantly. She'd seen it once in her youth, when she'd been very young. Been baptized in those very waters, actually, the same as all of her family. Rumor was that was why they all had such luxurious white hair, though there was no definite proof of such.

"That must be it."

"It _is_ said to supposedly be a very spiritual place," remarked the Ice Princess thoughtfully. "Maybe you can cross over into the Spirit Realm from there?"

"It's worth a try," Ruby agreed.

"Well, alright... but there's just one little problem..."

* * *

"Absolutely not."

Glynda sat behind her desk, Ruby and Weiss standing before her. Her arms were folded in front of her, hands clasped tightly in a very closed off gesture. Behind her, the fountains of the room bubbled like a brook, but it did nothing to set either student at ease. Glynda Goodwitch was being positively icy today.

"But, Professor Goodwitch," Ruby tried again respectfully.

"You want me to let you go on an excursion to the Northern Water Tribe based on nothing more than a so-called vision?"

"Well, when you put it like that..."

Glynda silenced her with a cold look, then flicked her eyes to Weiss. "And you're encouraging this?"

"It does seem to be a legitimate vision," Weiss protested. "I mean, usually all Ruby dreams about is..."

Her teammate quickly slapped her hands over Weiss' mouth, silencing her, as Ruby turned a shade of red almost as bright as her cloak. A blonde eyebrow raised as Glynda watched. Weiss shoved her hands away, freeing her mouth.

"I told you that in confidence!" Ruby hissed.

"Well, uhm, suffice to say..." said Weiss. "It seems real enough. Ruby accurately described multiple senses, as well as places I've been to but she's never been. That's no ordinary dream."

"Did Avatar Ozpin say you needed to travel to the north?" Glynda asked.

"No."

"Did he contact you in any way?"

Ruby shook her head forlornly. "I haven't seen him since the Battle of Beacon."

"There's likely a reason for that then," Glynda suggested. "Besides, what about your studies?"

"Weiss can come with me and help train me," Ruby replied, having anticipated this question at least.

Weiss, however, had not. She turned her head so swiftly her white ponytail almost snapped out like a whip. "I will?"

"Sure!"

The headmistress did not seem convinced. "Weiss is an apt student of the Waterbending Arts," Glynda said, a rare tone of pride in her voice, which Weiss noticed, sitting up a little straighter. "However, she is not yet a master, nor a teacher, which is what you need right now, Avatar Ruby."

"But Weiss can teach me the basics! She can make sure I get that much right, right? And that's all I'm really doing here so what's the difference?"

Professor Goodwitch seemed to hesitate and Ruby pressed her attack.

"Please, I need to be there. I can sense it. It's an Avatar thing. Uhm, I think."

Glynda sighed, lifting up her glasses to massage her nose. "I could not have been born young enough to deal with this," she muttered, too low for either of them to hear her.

For a moment her mind raced with other possibilities. She could repeat her order to keep them here. Though Ruby Rose was the Avatar, Glynda was headmistress of Beacon Academy, and held a great deal of sway over the young airbender. Or she could at least delay them. Consult with Air Master Oobleck. Bart might be able to shed some light on this whole 'Spirit World' matter, which went clear over Glynda's head.

But in the end, she took one look at Ruby, with those silver eyes, looking like a kicked penguin-seal, and felt all the will to fight drain out of her. And not just out of concern for Ruby, but also respect for Ozpin. She'd promised to find and protect his reincarnation, but she also promised to listen to him. So in a way...

"... alright," Glynda reluctantly agreed. "You may go."

Ruby threw up her arms. "WOOHOO!"

For a moment, she was a blur of motion, flying around the room on her air scooter, knocking loose papers up into the air before Glynda could grab them and hastily keep her from making an even bigger mess. A twitch in her eye was the only warning she gave before she threw out a hand and snapped a water whip at Ruby's air scoot, dissipating the winds and causing the Avatar to fall flat on her butt on the ground in front of her desk.

"But!"

Ruby swiftly reclaimed her seat, reining in her enthusiasm. Weiss, for her part, was still as a pillar, unwilling to draw any attention to herself.

"Beacon cannot pay for such a journey, funding is stretched thin, and I can hardly pencil 'mystical spirit quest' into the request form. So if you intend to travel north, you do so on your own lien. Is that understood?"

"Yes, headmistress," Ruby responded meekly.

Relaxing a little, Glynda nodded. "I hope you find what you're looking for, Ruby. You may go now."

Neither girl needed to be told twice. They were out of the room in record time, leaving Glynda to clean up as the door shut closed behind them. Out in the hallway, Ruby felt the urge to celebrate again, but she realized Glynda did have a point.

"How are we going to get to the North Pole?"

"Uhm, well... my father did leave me a little money," Weiss reluctantly said. "I don't like to use it but... it should be enough for a boat ride north. It only takes about a week to make it to the Northern Water Tribe from Vale."

Ruby nodded absent-mindedly, thinking that was too long. But then again, what other option did she have? Suddenly, a light went off above her head as she realized she did have another option. Also, someone turned on the hallway light at the same time.

"Actually, I think I know someone who can help," Ruby said, a smile already on her face.

* * *

"The North Pole?"

Ruby nodded as Penny tilted her head, considering the request presented to her. To say it was a little unexpected was an understatement. But, on the other hand, it was Ruby, her best friend asking. So naturally, she said:

"Sure!"

"Really? Oh, awesome!"

So excited she was, Ruby threw her arms around the red-haired heiress of Future Industries, hugging her tightly. Penny, for her part, picked up the much lighter airbender and spun her around, so overjoyed she was for her friend.

"This is perfect!" Penny exclaimed. "I was actually working with dad on plans to visit up north soon anyway. This way we can get you where you need to go and even move up the time table."

"Shuffling a few other meetings out of order," Ciel reminded her pointedly from the side. "I'm on it."

Penny smiled. "Wouldn't know what to do without you."

And despite her consumate professionalism, it seemed even Ciel had to smile at the kind remark from her employer.

"Well okay, let's load up the air ship and get going! Whoo!" Penny said, waving an arm in a circle in a fair imitation of how she'd seen Ruby did it. The others followed her as she led them to the port of Future Industries, where airships of all shapes and sizes were loading and unloading cargo. Not yet a proven method of travel for casual vacations or the like, zepplins proved excellent at safely transporting goods from one end of Remnant to another. And there was an airship already scheduled to head north to the Water Tribe, so they would be travelling with it.

"This is gonna be so much fun!" Ruby proclaimed, hurrying up the ramp, hands waving above her head like a little kid.

Weiss sighed at her enthusiasm. As much as she loved Ruby, she could be a handful to deal with. And in a confined space for at least a few days, she promised to drive the Schnee Heiress absolutely bonkers.

Oh well, nothing for it now. They were taking off.

* * *

Beacon seemed... quieter these days.

Ren appreciated that. He was a spiritual man by nature, given to peace, and calm, and introspection, and reflection. He was happiest when he was quietly meditating by the many fountains of Beacon's spacious grounds. And he found an equal enjoyment in cooking and baking, something he shared with his remaining teammate. Not that he held any resentment to Pyrrha and Jaune, but now that they were gone, perhaps he and Nora could...

Danger.

Airbending reflexes what they were, he was quick to create a pocket of air between himself and the bundle, slowing its momentum so he could catch it easily. To his surprise, it was his rucksack, already packed for a long trip. Standing there with her hands behind her back and a none-too-innocent smirk on her face was his firebending teammate, who had just tossed it to him. Danger here was minimal, but then again... Nora...

"Nora? What's all this...?"

"Field trip!" she declared, interrupting him.

He quirked an eyebrow at her. "Field trip?"

"Yeah! Everyone's going on life-changing field trips these days! Ruby and Weiss, Blake and Yang, Jaune and Pyrrha... even Penny and Ciel...!"

He blinked in puzzlement. "Who are...?"

"So we should too!" Nora declared, finger thrust up at the ceiling as she cut him off. "I know, let's take a ship to the Fire Nation! There's this super awesome place I've always wanted to visit. You'll like it too! You love dusty old things."

True, Lie Ren did have something of an interest in history, and architecture, and the many relics of the older ages of Remnant. But he wouldn't have exactly phrased it the way Nora did. However, long practice had told him that arguing with her would lead to nowhere, and in truth, he could use a chance to get out of Beacon and stretch his wings, metaphorically speaking. Maybe a field trip was in order after all.

"Where will we be going then?" he asked, already making a mental list of what he would need to pack.

Nora's grin nearly split her face in half as she leaned in close to whisper conspiratorially. "We're going to find the Sun Warriors."

* * *

Team SSSN's quarters was usually a mess, as it was a shared space between four boys (and rambunctious boys at that, most would argue) but Neptune's bed was always impeccably made the next day. He prided himself on being orderly and above all else, clean. Part of the reason he didn't care for unprocessed water.

Laying on his bed, Neptune had his head propped up by his pillow and dangled his feet over the edge as he casually read his latest book. A book on botany. He'd much rather be studying anatomy, but most of the girls had scattered from Beacon during the summer break, and those few remaining behind wise to his tricks, it was difficult to find someone to talk to outside of his team.

The door slammed open as one of his teammates came tumbling in. A long golden tail trailing behind him matched the color of the ragged mop of hair atop of his head. Sun Wukong, airbender and general menace.

"Heeeey Neptune!"

His waterbending roommate glanced up from his book, but did not set it down, indicating he was paying attention.

"Check out what Iiiiii goooooot!"

Sun held up a pair of yellow stars in his hands, each about the size of a walnet. Closer inspection revealed them to be some dull bronze material, with an embossed logo. The symbol of the Earth Empire military.

"The heck is this?" asked Neptune, reaching out to pluck it out of his comrades hand. Sun jerked his hand back. "What is it?"

"I got us badges from the Earth Army!" Sun proclaimed. "Check it out! Aren't they cool?!"

Neptune finally set his book aside, but not before he marked his place in it. "Earth Army? What are you talking about?"

Setting the badges in between his hands and letting them twirl around on a controlled current of air, Sun explained. "Ironwood's been recruiting since the summer break started. He said he was taking in new recruits from the students of Beacon, going to train them up as soldiers, and let us help with big missions! For augmenting forces or something."

"You signed us up to be soldiers?!" Neptune asked incredulously.

"Part time," Sun affirmed. Grinning, he held up the badge again, waving right in his blue-haired friends face. Gradually, his expression began to change. This time, when he reached to grab it, he was too fast for the monkey faunus, and he quickly pinned it on his jacket. Ladies did love a man in uniform, and this was almost the same thing.

"Hmmmm... I could get used to this," Neptune said with a grin.

* * *

The next day, elsewhere in Vale, by the Iceberg Lounge, business was not going nearly so well.

Junior stood behind the bar, wiping it down himself instead of letting one of his subordinates do the dirty work. He had less subordinates these days, most were dropping like flies in the wake of Vale's greater activity, scurrying away from the heightened military presence of the Earth Empire and worse, the news of a newly discovered Avatar. To think, Junior had had her here in his own place, and she'd slipped away.

If mom found out...

He shuddered, tossing the rag aside and stepping out from behind the bar. He had to get his focus back. The family business wasn't going to run itself. But before he could, he needed a good stiff, drink. Idly, he reached over the bar for a bottle, when there was a commotion by the door.

Sounds like a dull thud, like someone had tripped and bumped into the wall.

Then he heard another. And more besides. Definitely sounds of a muted struggle. He caught the sound of his men crying out in pain, thought he sound was cut off before much could come of it.

Frowning, Junior glanced over at the girls sitting at a nearby booth, looking bored as they shared a fruity cocktail with two straws and an umbrella. He caught their gaze, then flicked it to the door.

"Go handle that," he said.

Sighing in synchronization, Melanie and Militia Malachite climbed to their feet, shrugging open their dark robes in the process. Beneath, their clothes were dark and skintight, and strapped to their limbs were a pair of blades. Melanie's wrists sported a pair of sharp claws, while Militia had some razor knifes attached to her boots.

Silent as shadows, the girls zig-zagged across the dance floor of the lounge and to opposite sides of the entrance. Each grasped a curtain lightly as they heard footsteps coming closer.

Melanie caught Militia's eye, holding up her other hand. Extending first one digit. Then two fingers. Counting. Militia nodded in agreement.

One. Two. Three!

They flung the curtains open.

There was a blur of motion, and something pink flashed between them. Frozen for a moment, both girls let out a strangled gasp, and then the Malachite twins collapsed onto the ground, unable to move their limbs. Chi blocking.

The pink-haired girl standing between them gave a lopsided grin in Junior's direction. She was easily a head shorter than they had been, going straight past petite and into travel sized tiny. She seemed to make up for it by being dressed in a fuschia two-piece outfit that left her navel exposed. Her hair was two-toned, not just pink as first inspection seemed to suggest, but also brown towards one side. And her eyes were a mismatched pair of two shades that seemed to fluctuated depending on the light.

Junior recognized her easily enough. Back when he'd been doing business with the Equalists (before things had gotten out of hand) Roman Torchwick had never failed to appear by his side that this little circus performer wasn't very far away. As if he'd needed a bodyguard.

Yet now... she was here. And he wasn't.

Mother Xiong didn't raise no fool. Junior knew everything had changed the day Cinder attacked. Hell, he'd almost been crushed by a Goliath as proof of it. And since that day, no one had seen hide nor hair of Roman Torchwick, Vale's Number One Criminal and Equalist extraordinaire. That had left an uncomfortable power vacuum in the underworld.

He was going to need a drink for this. Quickly he poured himself one, even as Neo made her way across the floor towards the bar.

"Eheh..." he murmured weakly. "And just how can I help you?"

She slapped something down on the countertop in front of him. Junior frowned, glancing down. It was a photograph, obviously a school photo, in shades of black and a grimy sepia. It depicted one of Beacon's many teams. Two boys and two girls.

Specifically, it depicted Team JNPR.

That wasn't quite what he was expecting. "What about them?"

Neo tapped her finger over the face of one of the boys. The dark-haired one, the airbender.

"You want... him?"

Neopolitan looked up, and her multicolored eyes flashed with something dangerous, even as her formally sweet smile took on a dangerous edge, showing her teeth. Oh yes, she wanted him. And not for anything nice.

"What makes you think I know where he is?"

She tilted her head and gave him a look.

"Alright, alright, I get it... no fooling you. Alright, I guess I can dig up where he's gone if he's not at Beacon... I assume you tried there first?"

A bob of her multicolored head.

"So if he's not there he must've left the city... I'll put the word out. And I'll drop the information in the usual place." He reached over the bar for a bottle of wine, then also grabbed a can of leechy juice, since his guest was underaged. Even a criminal like Junior knew some laws were held in high regard. "That work for you, Miss Neopolitan?"

Turned around, he saw she'd already vanished. Sighing, he decided to forgo his glass, and popped the cork of his wine, drinking it straight from the bottle instead.

He wasn't being paid enough for this.

* * *

 **Authors Notes:  
** Weiss' inner monologue is to bring readers back up to speed **_and_** be a hilarious mythology gag to the intro of the Last Airbender series, which frankly always bored me to tears.

This new part of the story, or 'book two' features a great deal of rotating pairs, so I apologize in advance if you don't see your favorite characters for a while. I tried to give them all equal screentime but some plots had to suffer so others could advance. I've even added a few groups or 'duos' to fill space and keep pacing. Any requests for any other duos? I am willing to entertain suggestions, though I promise nothing.


	16. Missing Mothers

The next day, Penny called up her guests to the forward deck, with the promise of something beautiful to see. When the sun crested the horizon and the light settled on the Northern Water Tribe, Ruby could see she hadn't been idly boasting. If anything, it was a _massive_ understatement.

The entire tribal capitol was encircled by a great huge wall of solid ice, easily hundreds of feet wide and almost five stories high. From this height, they could see far below practiced waterbenders raising and lowering great chunks of the wall to allow ships in and out of the harbor, like the frozen gates of the city. Beyond that was the city itself, a beautiful, almost crystalline design of city streets and waterways, bisected by beautiful bridges of ice and snow. And there, at the center, was the great Water Palace, where they were going.

Although the frozen climate was not ideal for growing food, it _was_ ideal for keeping Grimm at bay. Those few beasts of darkness who could endure its frozen climate were greatly weakened, and easier prey for benders who kept them away from the capitol of the Northern Water Tribe. Thus, the people of the Northern Tribe tended to be a peaceful and prosperous. As well as some of the greatest artisans of the world.

Landing the airship, Ruby almost couldn't contain herself, and was sliding down the runway on an air scooter almost before it had properly landed. Penny and Weiss followed behind her, discussing matters of business and state.

"... and remember, the most important thing is not to suggest they need help... the Council members can be very prideful, and also..."

Weiss' voice trailed off as she spotted a young woman standing at the end of the ramp. Taller than Weiss by half a foot, she sported almost identical features, down to the mane of white hair done up in a ponytail and bright blue eyes. She was wearing a uniform similar to the sorts used by the Earth Empire military, but in a shade of dark navy as opposed to forest green. Beside her was a shorter individual with a bristling moustache and a bald spot atop of his head, with a kindly expression and an excellently tailored suit. But Weiss only had eyes for the woman, and she for her.

"Winter!"

Weiss was across the ramp in almost a single bound, arms upraised as if about to hug the other woman, but caught herself at the last moment and dipped into a demure bow instead, hands clasped in front of her. "It's uh... it's wonderful to see you again, sister."

A faint smile worked its way onto the older womans lips. "It is at that."

Her gaze flicked over to Ruby as the young Avatar came up to join them, and again there was that startling similarity to Weiss in her bright blue eyes. They might have been twins, displaced only by time.

"And this must be Avatar Ruby. It's an honor to have you in our city," she said with a gentle dip of her head.

Feeling out of sorts, Ruby managed an awkward bow in imitation of Weiss. "The uh... the honor is all mine, thank you," she stumbled over the words, managing to spit them out without too much difficulty.

Weiss did her best to cover for her awkwardness. "Avatar Ruby, this is my sister, Commodore Winter Schnee, of the...?"

"Fifth," her sister supplied smoothly. "Fifth Fleet of the Earth Empire Navy. It's very nice to meet you, Avatar Ruby," she said, dipping her head formally again. Spotting Penny, she did the same for her. "You as well, Miss Polendina. We've been expecting you. If you'll follow our man Kline to your accomodations? You must be tired from your journey."

"Oh I'm ever so fine, thank you," Penny replied. "Anxious to get down to business."

A faint smile graced Winter's cool features. "I'll have the Council Elders convene immediately then," she replied. Then her gaze flicked to her little sister. "In the meantime... father wanted to speak to you."

"Oh, uhm... we'll just leave you to that then," Ruby said, not wanting to get in the way. Unable to quite notice the brief flash of panic that flitted across Weiss' face. But she and Penny were already starting to follow Kline to their rooms, and Weiss couldn't very well call for them to come with her without looking like a scared child.

Nevermind that whenever she was in front of her father... that's exactly what she became.

* * *

If outside it was crisp and cool, inside was positively frigid.

It wasn't just the ambient temperature, though that played a factor. It was the flow of icy white walls and columns, corridors and walkways. Everything inside of the Water Palace was a shade of blue or white. Though that ranged from navy to azure to cyan, those were the only colors permitted. The occasional shade of dark gray or shadowy black was the only break in this monotomy, but that only reinforced the coldness of it all. There was no vibrant green, no warm yellows of reds. It only reinforced the frigid and rigid nature of the building. Which in turn reflected upon its chieftan, which in turn reflected upon his tribe.

Weiss found herself desperately trying not to shiver as she stepped out of the last hallway and into the audience hall. Two ornate statues of polished ice stood watch on either side of the main hall, beside the Throne of the Water Chieftan. Sentries forever watching over the ruler of the Northern Tribe.

And there, sitting on the throne, was her father.

Jacques Schnee.

A man of reasonable height, he too bore the distinctly white mane of hair that marked all Schnee, though in his case it was the faded white of stress and age, not a natural thing born with. Fitting, for he had married into the family, he was not a natural born Schnee. But he wore the name as well as any, the same way he wore the dull business robes he always did, well made without being ornate. They lacked any sort of fur trim or lining, but that did not seem to bother the Chieftan. If anything, he looked positively comfortable surrounded by such cold.

"So, the prodigal daughter returns..."

"Uhm, yes father," Weiss replied, dipping into a demure curtsey. Hesitantly, she approached the throne, stopping at the customary spot before the dias. Coming any closer usually had to be invited by the chieftan, and it was an invitation he rarely gave. Even to his own daughters.

"And you've brought the Avatar with you."

"Yes sir."

"Good, good," Jacques said, resting his elbows on the armrests of his throne and folding his hands together. "This is excellent news. The arrival of the Avatar and the return of the Schnee Princess will do wonders for the good of the Northern Water Tribe."

Ah, of course, there it is. He wasn't happy to see her. He just cared about the tribe. Because the tribe was essentially him, so long as he was chieftan.

"I'm glad to be of service," was all she said, her voice cool.

"Yes, of course," he replied. "I'm thinking we should host a ball to celebrate your arrival. I'm sure many would be pleased to hear you sing again."

She wanted to decline, tell him they were on important business here, that they didn't have time for frivolities. But she couldn't say no. Not pinned under that look of his. "I'd be... delighted," she managed to say.

"Excellent."

He smiled, but it was not a warm smile, or a happy one. It was a cold slash across his mouth, like a puppets, or a statues. There was absolutely nothing behind it.

* * *

Even the fastest trains in the world, built by Future Industries, would take days to travel from Vale to the illustrious City of Ba Sing Se, far in the northeastern corner of the Earth Empire. As such, most compartments were designed for over-night travel, including fold-out beds for passengers. Yang and Blake were fortunate enough to afford such a compartment of their very own (albeit a small one), which made the journey far easier.

This morning, Blake was rising early, as she often did, but found her teammate had already stepped out for the time being, perhaps to stretch her legs or use the facilities located at the end of their vehicle. She therefore had some time to dress in peace, shaking away the last clinging, lingering vestiges of sleep from her eyes and dutifully applying her Kyoshi war paint (and it was war paint, damnit, not make-up).

She'd just finished when Yang returned, brimming with energy despite the early hour. The blonde firebender wasted no time in grabbing her bag, then tossing Blake's to her. The faunus earthbender caught her duffel bag deftly, looking back at Yang in confusion.

"What's going on?" she asked.

"Our stops coming up," Yang replied, shouldering her backpack and dragging Blake into the hallway of the train. Confused, she followed, blinking great golden eyes at her teammates erratic behavior.

"What're you talking about? Its got to be at least three more days until Ba Sing Se..."

"We're not going to Ba Sing Se," Yang said, nearing the end of their compartment just as the train started to come to a halt, slowing down at the train station of a city in... well, city would have been overly generous, town might have been more accurate. It barely had a station for the train to pull up to. Blake's bow twitched as she beheld it, wondering just where the heck they were.

"We're taking a detour," said Yang, pulling Blake by her hand off the train. Blake went willingly, all of her stuff was accounted for after all, but she was confused. She allowed her blonde partner to pull her off to one side as the train disgorged more passengers, then pulled her hand free of Yang's, breaking her grip.

"Yang... what is going on?"

Grinning, Yang beckoned her over to a nearby café serving jasmine tea. "Morning tea? On me?"

Somewhat mollified by the thought of a free drink, Blake settled into a seat outside of the café, while Yang went inside and took their orders. She re-emerged a few minutes later with two steaming cups, as well as a bag of fire flakes for herself. The train was chugging away from the station, and Blake watched it go, before flicking her eyes back to Yang. Her expression was dire, and Yang decided to finally stop stalling and tell her what was going on.

"Okay, look, this was never about Ba Sing Se..." Yang explained. "I used that excuse so Ruby and dad wouldn't worry. But where we're really going... is here..."

Yang pulled a series of scrolls out of her pack, rolling them out on the table between the two girls. The topmost one was a fair-sized map of the Earth Empire, and Yang traced their route via train from Vale to their current location (some unknown town in the midst of nowhere) and then on into...

A black eyebrow arched upwards. "The Yellowbrick Desert?"

Nodding, Yang explained. "Right here, on the edge, is a place called the Misty Palms Oasis. It's supposedly a neutral ground for trading between the Empire and a more reclusive sort of people called Sandbenders. They use earthbending to move tiny particles of rock, so fine it's almost invisible to the naked eye. And this they use to move their ships across the desert like an ocean."

Blake's eyebrow rose higher, finding this difficult to believe. Then again, she'd seen stranger.

Seeing she was unimpressed, Yang pressed on. "But this is the real reason we're going," she said, sliding the map out of the way and indicating the scroll behind it. It was a wanted poster, with customary award on the bottom and information, what little there was of it, printed for anyone to read. But it was the image taking up the upper two thirds of it that arrested attention. A mask that bore some passing resemblance to a fanged Grimm, and a mane of dark black spikes that could have been hair behind it. Below was the masked creature's monicker:

The Dust Devil.

"This wanted poster was put up about a month ago at the Misty Palms Oasis, which is near here. Junior shared the information with me... once I had a little heart-to-heart with him. It's a bandit whose been raiding the countryside using sandbending but, and get this part... never harms a single soul. Roughs up some soldiers, terrifies a few merchants, steals their stuff... then vanishes back into the sands."

"So?"

"So I _know_ this mask," Yang said excitedly, pointing to the poster. "Dad used to take us to this play when we were little, called Love Amongst the Dragons. Personally, I always thought it was kinda sappy. But he told me once that he did it because that's where he met mom... my _birth mom_ , not Summer. And one of the players in the story was the Red Sand Spirit... and anyone who played him wore _this_ mask."

"So we're out here to search the Yellowbrick Desert... the most vast, arid stretch of land in the Earth Empire," she added for good measure. "For a bandit wearing a mask who may or may not be your mother, based on nothing but rumor and here say?"

Visibly deflating, Yang took a long moment before replying, chewing her lip nervously. It sounded like a much longer stretch when Blake said it like that. "Look, I know I lied, but this is important to me... and I have to know. But... if you want to go back to Beacon... or on to Ba Sing Se..."

Blake's hand slid across the table, gently resting over Yang's.

"Yang, you know I'm with you," she said, squeezing her hand for good measure. That brought back the smile to Yang's face. "Let's go find your mom."

* * *

Weiss suppressed a chill as she stepped out of the audience hall where her father was, resisting the urge to rub her arms and show a sign of weakness. To her surprise, Ruby and Kline were there waiting for her.

"Ruby? What're you doing here?" she asked. "I thought Kline was showing you to your room."

"We figured we'd wait for you to finish with your dad," Ruby replied with an innocent smile.

"Miss Rose insisted on meeting you afterwards," Kline said, smiling subtly beneath his bushy moustache. Evidently, he approved.

Momentarily caught off guard by the kindness, Weiss managed to recover quickly. "Yes, well, uhm... I won't keep you further. Kline, let's see Ruby to her quarters so she can rest... it's been a long day for all of us."

"Of course, madam," he replied, professional as always.

Following along behind Ruby and Kline, the latter of whom was regarding the former with the history of the Water Tribes while they walked, Weiss frowned at herself, rubbing her arm idly. She'd gotten used to Beacon, she realized, and Vale, and how warm it was there. Not just the climate, but her comrades. Her teammates. Team RWBY, and to a lesser extent JNPR, had welcomed her with open arms. Sure, they were odd, and even a bit crazy at times, but they were fun to be around, and Weiss had been happy in their company.

Then she'd come home, and saw father...

... and in one meeting all the warmth had just been leeched out of her again...

"Is that her?"

Weiss paused, glancing up in surprise. She didn't know what Ruby was referring to. Then, following her teammates gaze, saw it. Her heart skipped a beat, and she felt another chill wash over her.

"... yes, that's her," she said dully.

It was hanged in a prominent position on the hallway, so that almost anyone coming to the palace could see it. A position of honor. Yet Weiss had learned a while back to subconsciously block it from her memory unless she really wanted to see it. The pain felt fresh every time she looked.

It was a picture of the royal family. Jacques Schnee, of course, standing prominently in the back. His three children: Winter, Weiss, and Whitley, all lined up in a neat little row in front on a bench to elevate their height. Only looking a few years younger than they were now. And there, in the back, next to Weiss' father...

"That's mom," Weiss said, answering Ruby's question.

The young airbender peered up in awe at the painting, so lifelike, so vivid, it seemed as if Mrs. Schnee would step down and say hello at any moment. She looked like a much older version of Winter, prim, proper, hair done up in a bun, and with a pair of lazy ringlets drifting past her ears. Her eyes were also blue, and she wore a comfortable blue robe trimmed in white fur that accentuated her best features.

"She's beautiful," Ruby remarked.

Weiss found herself agreeing. "Yeah... she was."

Glancing at her teammate, Ruby finally caught her tone, and realized she might be opening up old wounds. Weiss mom, after all, just like hers, was gone from this world.

They started walking again, Kline leading the way, the two girls silent behind him. After a moment, however, Weiss slid up beside her airbender teammate and whispered quietly to her.

"Ruby, do you think... do you think my mom's there too?"

Her next step stumbled, and Ruby caught herself on the wall, nearly tripping over a prized marble bust in the process. Swiftly, she caught it, and pushed it upright before it fell. The question had caught her off guard. "I uh... wow, I don't... don't know."

Weiss frowned, her gaze drooping down.

"But if my mom is, yours might be too... and if she is, I'll... we'll," she corrected herself swiftly. "We'll find her too. And bring her back also."

Spirits raised, Weiss managed a small smile.

"Ladies?"

Kline had paused just at the end of the next hallway.

"Sorry, Kline," Weiss apologized. "We... got caught up in something."

"Hrm. Well in any case, Miss Rose, this'll be your room for the duration of your stay... I am sorry we could not find better."

Ruby's eyes were wider than dining plates as she beheld the room, which was almost twenty feet long and had a bed almost twice as big as the one she'd had back at Beacon's dormitory. Everything was simple and cool shaded, but it was so elegant she could have sworn she was in a hotel.

"And this way to your room, Weiss," Kline said politely. "We've had it done up just like it was."

Looking up, Ruby seemed about to say something, but realized she couldn't very well just ask Weiss to stay without looking petulant and childish. Likewise Weiss couldn't find an excuse to linger any longer.

"I'll uh... be just down the hall," Weiss said, then reluctantly turned to follow Kline. The door eased shut behind her. Ruby sank down on the bed, feeling a chill wash over her, and drew her red robes more closely around her shoulders. She wasn't sure she liked this place after all.

* * *

Unaware their fellows from Beacon had left them, Jaune and Pyrrha continued to the next train stop of Gaoling.

The train arrived on time, and from there it was a short hop by carriage to the Nikos Estate. Sprawled out on the edge of Gaoling, it bore more than a few similarities to the Polledinia Manor in Vale. However, it was a much older, slightly smaller structure, and unlike the pristine gardens enjoyed by Penny's family, lovingly maintained by hard work, the grounds here were dead and dried. Weeds clung to the stony walls as dead trees stood like silent sentinels on the grounds. Overall, the place was gloomy, and Jaune felt a chill run down his back as he walked closer to Pyrrha. She too looked morbid, but her expression relaxed as his hand slipped over hers, giving a gentle squeeze.

"I wish you'd seen this place a few years back," she said. "It was... better back then."

"What happened?" he wondered aloud.

Pyrrha stepped up the short staircase to the front door, knocking lightly on it before letting herself in. It was unlocked, leading into a large, unlit foyar.

"Well it's..." she trailed off, unsure of how to describe it.

Another voice interrupted her anyway.

"So. You're home."

Pyrrha wasn't the typical look associated with earthbenders. Most were compact, squat, stocky, or sturdy looking. Their skin range varied, but it tended towards tanned or earthy, and the men tended to be hairier than most other kingdoms. Pyrrha, with her slender limbs and almost hourglass figure, her long red hair and her gentle, almost soft features, didn't look like a typical earthbender.

Her father, however, did.

He was a big man, easily the biggest Jaune had ever met. He might've even stood a good few inches taller than Yatsuhashi, back at Beacon, whom Jaune had always considered a small giant amongst them. But Pyrrha's father was even burlier, his muscles much heavier, and sturdier. He did not move very fast, but he looked like it would take a typhoon or similar force of nature to knock him down. He wore a green tunic and pants, his arms and feet exposed, and both were covered by a fine layer of hair. His features were blunted, his nose looked like it had been broken. His eyes, however, were still very sharp. Like a hawks.

Sliding a glance over to his travelling companion, Jaune privately concluded Pyrrha got most of her looks from her mother's side of the family.

Shaking away the unkind thoughts, he determined to step forward on the right foot. Unfortunately, he led with his left as he lifted up his hand to wave in greeting. "Uh, hello sir. It's very nice to uh... to meet you..."

He trailed off as the older man scowled down at them both. His hazel eyes flicked over to Pyrrha, silently questioning, as Jaune's arm slumped back at his side.

"Oh, uhm, sorry, sir... this is Jaune Arc, my teammate from Beacon Academy... you remember I mentioned him in my letters ho-?"

"I remember," he said, making his way down the stairs, leaning heavily on the banister.

He walked with a pronounced limp, and favored one leg over the other. He seemed to be crippled in the other one. But it did not stop him from making his way down the stairs to stand ominously in front of them, towering over Jaune like a small mountain.

Nervously clearing her throat, Pyrrha continued polite introductions.

"Jaune, this is my father... Hazel Nikos."

* * *

As promised, Winter had seen to it that the council of Elders convened in short order, and Penny, after taking only a little time to freshen up from her trip and put on her best business dress, was ready to meet with them.

Fourteen eyes lifted to lock on the young Polendina heiress as soon as she entered the council chambers, and Penny felt herself shiver. And not just because of the cold.

Weiss had been kind enough to give her some details about the Council of Elders during their shared trip to the north. While Jacques Schnee was the Tribal Chieftan, his elders oversaw a number of large parts of his tribe, including finance, law, military, education, and other such matters. They all reported to him, but oversaw each aspect in his name.

When she'd been young, Weiss had trouble remembering their names, and thus assigned them a number of monickers she still used to this day (though never to their faces). They were based on an old fairytale that Kline had told her.

There was Sneezy. Bashful. Sleepy. Happy. Doc. Dopey. And of course, Grumpy.

It didn't take long for Penny to identify a few of them based on outward cues and appearances, since she'd heard the very same fairytale growing up. None the less, she too decided not to address them as such while she was here. It would be bad for business.

"Salutations," she said, giving a polite wave of her hand. "It's very nice to meet all of you."

She had been hoping for a reply, but it seemed none of them were content to give one. They might as well have been chiseled out of solid ice.

"Uhm, yes, well..." she continued on. "I'm Penny Polendina. On behalf of Future Industries, I'm here to open up new trade agreements with the Northern Water Tribe..."

"Where is your father?" interrupted one of the Elders. Grumpy, Penny mentally labelled him.

"Uhm, dad's back in Vale," she replied quickly. "He's still not quite ready for long travels so he asked me to come on his behalf..."

" _You_ were sent to negotiate the future of your company?" interrupted another elder.

"Uhm, yes," she bristled at his words, but tried to remain polite. "Now, I have a proposal that I think you'll find quite generous... we've got this new project we've been working on..."

"Spare us the technical details," one said. "We're well aware of Future Industries quality. What sort of venture are you proposing and how much will it cost?"

Penny grimaced, her sale already brought to a cold stop. _This wasn't going to be easy_ , she thought.

* * *

They travelled West.

Through the Fire Nation capitol, where they stayed briefly with Nora's Nana. Not technically related by blood, the elderly woman who claimed Nora as her granddaughter had been a caretaker as the orphanage where she had grown up. There had been many Fire Nation children who'd lost families in the wars and conflicts that had wracked the world, but fortunately there had also been someone to care for them as well.

They only stayed a night, however, and then quickly headed west, travelling by river deeper into the heart of the Fire Nation. Since the nation was made up of a collection of islands, most of them volcanic, the region wasn't easy to traverse. But they managed.

Midway through the third day of hiking along the rocky hillside, Ren paused, brushed a hand through his hair, and glanced back towards his travelling companion. "Are you sure this is the right way?" he inquired.

Nora, holding open the map they'd purchased in the last town, nodded her head. "Sure it is!" the redhead replied cheerfully. "I think. I'm almost positive."

Sighing, Ren reached out, plucked the map gently from her hands... and then returned it to her rightside-up. She'd been reading it upside down.

Blink.

"Ooooh," Nora said. "I get it now. Quick, this way! I think we're close!"

Like that, she was off again, and Ren gave a long suffering sigh. Being out with Nora in the wilderness was tiresome enough, but on this quest of theirs...

"Field trip!" interrupted Nora.

 _... field trip_ , he amended his thoughts, he was rapidly approaching the limits of his considerable patience. Then again, the rate at which they wandered, got lost, and traversed the Fire Nation, they might stumble across the Sun Warriors civilization completely by...

A muffled crash interrupted his thoughts, and Ren glanced up to see Nora disappear over the rise, possibly due to some crumbling rocks or other unstable footing. In minutes his dark thoughts had been banished, and he was already in motion, sprinting up the remaining few yards, cresting the hill to behold...

An entire city.

In ruins, to be sure, the once mighty stone ziggurats crumbling with age, and the paved streets cracked and broken from the unrelenting weather and time, but it was still a beautiful sight to behold. It could only have been what they were seeking, the remains of the once mighty Sun Warriors civilization, proof that the once mighty firebenders had lived and breathed here millennia ago. Possibly long before the first Fire Lord had been crowned.

Fortunately, he also beheld Nora.

The petite firebender had tumbled only a few yards down, and amongst soft grass, she wasn't even bruised for her brief tumble. If anything, Nora looked as manic as ever, grinning wide enough to split her face in half up at her airbending life partner.

"Found it!" she declared, not bothering to get up.

* * *

There wasn't a train that led out to the Misty Palms Oasis, they had to travel by road. They managed to hitch a ride from a friendly farmer, however, riding in the back of his pick-up truck as he drove towards his farm house on the edge of the oasis. They crossed the remainder of the distance on foot, amidst the sweltering heat and the unrelenting burn of the noon day sun.

Making their arrival at the Misty Palms Oasis impossibly welcoming. Blake breathed a sigh of relief, fanning herself with a paper fan, feeling already the cool air coming off of the Oasis helping to make things much more bearable. At Yang's suggestion, the two of them slipped into a nearby tavern to get out of the sun and find some more intel on their chosen quarry.

"And who exactly do you suggest we get intel from?" Blake asked, as they made their way across the middle of the tavern to the bar. It was full of lowlifes, thugs, miscreants and ne'er do wells. Most of them looked ready to slice up the girls just as soon as talk to them.

Yang, however, having grown up alongside the likes of Junior, knew how to work a place like this. "Trust me," she said, leaning against the bar and beckoning over the waitress. She wore a green dress under her smock, and had her hair up in a bun with a delightful little bit of jewelry dangling from the hairpiece holding it in place.

"What can I get you?"

"Strawberry sunrise, with an orange slice? Oh and one of those little umbrellas?" she added.

The waitress barely batted an eye as she took her order, slicing up the fruit and dicing up the ice to go with it, pouring it into a coconut. Then, with dramatic flourish, produced a little umbrella and straw and sent Yang's order sliding across the bar. Yang deftly caught it, grinning widely.

"Jasmine tea?" Blake inquired, hoping she could get her customary drink.

The waitress nodded, but it took longer to fill Blake's order, the kettle wasn't on. Finally, however, it began to whistle, and the waitress quickly poured a small ceramic cup full of the warm liquid. This she slid more gently across the bar to Blake, who accepted it with a dip of her head.

Yang had already found a table and, more curiously, Blake spotted her talking to a faunus. A lizard-tailed fellow in the tan garb of a desert traveller. Yang beckoned her over, excited.

"Blake! Blake! Check it out, this guy says he's been into the desert. Like, a lot."

"Well, I'm something of an explorer," he confessed. "But you said you were looking for the Dust Devil?"

"You bet," Yang affirmed, taking a swig of her juice. "And you saw them?"

"Sure, in the burrows region. You after the bounty?"

Yang shrugged. "Not exactly. But it's urgent we find them post haste."

"Do you have a map?" he inquired.

Yang unrolled it on the table. "It's not very detailed for the desert but... this should cover most of it."

"Indeed it does," he replied, examining the map. "I suggest... this route. It's the most commonly travelled by merchants heading east to the sea... and thus..."

"And thus most commonly where marauders ambush them, I'm guessing?" Blake said.

He nodded most solemnly.

"I wish you both the best of luck... you'll need it out there."

* * *

 **Authors Notes:  
** I'd need a flowchart to fully explain the Council of Elders based on the Seven Dwarves, which somewhat started in my 'Various Vytal Ventures' fanfic, but suffice to say yes, they're based on them. _Very_ loosely. Obviously, this was before Kline was introduced to the show, but the joke still works.

I also loved the joke about Nora's grandmother (being crazy strong) from Chibi, so I included a mention of Nana here despite her still being an orphan in this crossover.

Yes, that's right, I made HAZEL into Pyrrha's father. Since her family never appeared in the show, or even get a mention, I feel justified in that. Plus, it was just too damn perfect. Now he's a more personal threat to the Gaoling duo. She may still be alive, but Pyrrah's escaped suffering yet. Not by a long shot.

Cameo appearance by the Waitress from Higan Bana. I loved her design and her brief but memorable scenes flirting with Qrow.


	17. Sting of the Bumblebee

Fire flashed overhead.

"Okay so maybe this wasn't my best idea ever!"

Another rapier-wasp came barreling down, only to be intercepted by a boulder that smashed into it, sending it crashing to the ground. Blake glared at her partner, her expression plainly saying what she thought of Yangs lack of good ideas. But they didn't have time to argue right now. The two girls went back to back, preparing flame and rock as the rest of the nest swarmed around them, buzzing in the air angrily.

"Bit of an understatement, don't you think?" Blake said casually. A part of the swarm came speeding towards her, but she threw her arms up and sideways, raising up an earthen barrier to block their attack from that direction.

Peppering the air with fire flashes to keep the wasps at bay, Yang conceeded she may have been right. Still, this was the route the lizard fellow had indicated, and so they had to follow it. If it meant a fight, who was she to complain?

A rapier wasp buzzed past her shoulder, and Yang gave an undignified yelp, flash frying it seconds later. "Little bastard!" she screamed, angrily blaming the bugs for her misfortunes. As before, with every one knocked out of the sky, two more quickly took its place. Grimly, Yang and Blake prepared to keep fighting, ready to go down swinging if it came to that.

The wind began to pick up. Slowly, subtly at first, then gradually building in speed, picking up the sand as it went, whirling it around Blake and Yang as if they stood in the center of a tornado. Both girls shielded their eyes with their arms as the sand storm pushed back the swarm of rapier-wasps. At first, caught in the flow of gritty air, they could do little more than stumble and bob about, unable to control their flight patterns. Then they began to fall, as sand hardened into sharpened rocks, piercing their sides and dropping them by the score. By the time the sand storm began to die back down, most of them lay on the ground in a collection of broken parts, dead or dying.

And as the dust settled, something else rose up. A shadow blotting out the setting sunlight that instantly caught the two girls attention. Their heads turned, and both girl's eyes widened at the sight of the shadows face. Or more specifically, the mask covering it.

It was the Dust Devil.

The distinctive mask, pale and Grimm-like, was impossible to mistake. Up close, it was much easier to identify its owner as a woman, their green robes were nicely filled out by ample curves, swelling at her hips and bust and narrowing at her waist, and those long legs were clean-shaven in a way that very few men would ever be truly comfortable with.

"Dust Devil..." Yang breathed, amazed. She was finally seeing them for the first time. The mask was identical. There was no mistaking them now.

The masked figured lift up a hand, and deftly untied the back of her mask, letting it fall forward into her hand. Beneath it, the face...

The face...

"Yang..." breathed Blake, glancing at her partner, then back at the mystery woman who'd saved them. She had luxurious black hair, and eyes so red they might have been rubies. And of course, she was a few years older. But apart from that and her coloration, she might well have been identical to the young woman beside her. There could be little doubt in anyone's mind just what they were seeing.

"... Mom?" Yang asked tentatively, scarcely daring to hope.

The mysterious woman nodded, blinking eyes the color of rubies, and smiled. "Hello my little sunshine."

One of the rapier-wasps, still alive but badly injured, struggled to its multitude of legs, broken wings buzzing. Yang's mother didn't even need to turn around as she lifted up a hand then brought it down in a swift, slicing motion. A collection of sand flew into the air, condensing tightly into a stalactite of stone, and then impaled the wasp, ending its life instantly.

"We need to talk."

* * *

Finding the ruins hadn't been the hard part, Nora and Ren discovered.

The hard part was surviving them.

The Sun Warriors had evidently been a proud civilization, the way its structures remained intact after thousands of years was proof of their architectural accomplishments. Equally impressive (if somewhat less appreciated) were the still deadly traps they'd laid about their former home for interlopers and intruders. Ren's first introduction to one had been stepping over a tripwire and nearly falling right into a pit full of sharp spikes. Only quick thinking and a breath of wind, propelling him over the spikes, had kept him from being impaled.

Since then, he and Nora had proceeded more cautiously.

"This is so exciting!" Nor said, not even looking as she ducked under a mechanized scythe blade that nearly decapitated her.

 _Well, somewhat more cautiously_ , Ren thought.

Still, they'd made some good progress. In almost no time they'd reached the central building at the center of the ruins. It was large and domed, nearly three stories high, and from what Ren could see, did not appear to have any conventional doors. Any entrances were covered up in murals depicting ancient bas relief images.

He wasn't sure what to make of them, but they didn't look very friendly. One showcased a duo of dragons battling in the air, their long, snake-like tails intertwined in fierce combat. Another showed a trio of shadowy spirits besieging a man desperately clinging to a small spark cupped in his hands. The third was the image of a man before a great huge beast, possibly a deity, hand outstretched with a flame in it. Was he offering fire, or receiving it?

Ren was torn. On one hand, it was legitimately good artwork. On the other hand, all that horrible destruction and violence. Plus, he couldn't tell if it was a historical documentation... or future prophecy.

"Hey, who's that?"

Lifting his gaze, Ren looked off onto the horizon where Nora was pointing. He thought he spotted someone standing on one of the nearby ziggurats, but he lost sight of them almost as soon as he'd caught them in his field of vision.

"I don't know..." he replied thoughtfully.

"Think it's a Sun Warrior?" asked Nora. "It could totally be a Sun Warrior!"

"... let's find out," he said. He didn't believe she was right, though he had no heart to call her out on such, and in any case, whoever it was would be of interest. A fellow explorer, a wandering bender, a plundering thief...

... or perhaps it truly was a Sun Warrior?

Maybe.

Using a gust of air to propel him upwards, Ren did a little jump around the next intersection and hopped up onto a roof of a building for a better view of the figure. Nora did the same with some fire under her palms, launching herself after her partner. They caught sight of the figure again, but whoever it was always kept to the peripherary of their vision, vanishing as soon as they got close. To Ren, it seemed almost as if they were being led on a merry chase, though how merry it was depended on your point of view. They finally caught up to the figure on the roof of the central building they'd been investigating earlier, and Ren skidded to a halt as he saw who it was.

Smiling brightly, mismatched eyes of brown and pink blinked as Neopolitan gave a dainty little curtsy in greetings.

"It's that Chi-Blocker!" Nora exclaimed, finally recognizing her. "The one who worked with Torchwick! I'll get her!"

She charged forward, as Ren threw out a hand to try and hold her back. "Nora, wait!"

"For Remnant!" Nora said, throwing a sharp blast of fire towards the pink girl. Neo blinked her mismatched eyes and daintily sommersaulted out of the way, but before either girl could press the advantage, Nora's foot struck a stone tile in the roof, and it sank in. A low rumbling began.

 _Oh great_ , Ren thought, _another trap_.

The roof slid open beneath them, not quite collapsing into individual stones, but close. It seemingly opened up into a great maw that swallowed up everything above. Ren threw down an air current to keep himself above the tumbling rocks, but without anything to hold himself aloft, eventually succumbed to gravity and fell plunging into the dark hole. Nora went tumbling right in as well, and only barely managed to fall in such a way that she avoided striking her own head on the way down.

* * *

Unlike the half of Team RWBY, who had ditched out on the train ride to Ba Sing Se and the festival taking place there, other students of Beacon had enjoyed the full trip and were now currently taking in the scenery and culture that was the pride of the Earth Empire. Amongst them, Team CFVY. Yatsuhashi had gone on to the Amber Museum while Fox was looking for bargains in the Middle Ring merchant district, leaving Coco and Velvet to set their sights on a different destination.

Ba Sing Se, the legendary Impenetrable City, currently ruled over by the benevolent Emperor Leo Lionheart, was truly a remarkable place. Protected as it was by a wall hundreds of feet high and many leagues long, it was a place perfectly safe from all but the most tenacious of Grimm (well, and those who could fly) and it proudly boasted that never had an invading army breached its walls by force.

However, that was not to say it was perfect.

As Coco and Velvet exited the train in the Lower Ring of Ba Sing Se, the first thing that met them was the stench. It wasn't quite toxic, but it was definitely foul. The stench of filthy garbage, unwashed bodies, and raw sewage that didn't seem quite contained well enough beneath ground in the antiquated sewer system.

Thankfully the area ahead was clean, though it was packed full of people. And not just any sorts of people. Coco spotted cat ears, lizard tails, deer antlers, even... and she pulled down her glasses to make sure... an elephant trunk. They were almost universally the same in one respect, leading Coco to one inescapable conclusion.

"This is the faunus quarter, isn't it?" Coco asked.

Velvet nodded. "The upper rings just call it Menagerie," she explained. "We have to call it home."

Most cities in the world, regardless of which kingdom they belonged to, had a faunus quarter where the population was predominantly the animal-features sub-species of humanity. Some were better off than others, an expression of culture or a desire to group together for protection. Others were dumping grounds for a people that were, if not outright hated by most of Remnant, found undesirable to have around.

"Sure is uh... a little crowded," Coco remarked, moving out of the way of a faunus with a rhinoceous horn who was bigger than Yatsuhashi.

Velvet's ears drooped a little. "Yes... yes it is."

Coco grimaced as she saw just how threadbare some of the faunus seemed to be. At the same time, however, none of them looked downtrodden or depressed. If anything, many of them looked the happiest Coco had ever seen faunus. Even her own teammate was rather reserved with people she didn't know, and it had taken almost an entire semester to find out about Blake. But here, faunus could evidently be faunus without worrying about being judged.

Even so, to just... shove them all into a corner of the city, and down here in the third ring of the illustrious city of Ba Sing Se... it seemed downright criminal.

"How long has it been like this?" Coco asked.

"... too long," Velvet replied. "But, oh, don't get me wrong, things are improving... ever since Emperor Lionheart took the throne, he's been working on sweeping changes to the whole regime, and that includes trying to equalize faunus. We're still a long ways off from total equality but... well..."

She started to trail off, and Coco was confused why... until she spotted _them_.

A pair of faunus, one fox-eared, one fox-tailed, likely siblings. That wasn't remarkable compared to the dozens of others they'd passed on the streets already. The difference was their attire. Black robes trimmed with dark green, and the same familiar hats they'd seen on the streets back at Vale during the siege of darkness.

Dai Li.

"... we don't need to keep resorting to more extreme measures like some do," Velvet finished, her voice cold.

"Dai Li support faunus?" Coco asked, genuinely surprised.

"More than most of the Earth Empire," the waterbender girl replied. "There's some rumors that Amber Kyoshi was a faunus, though it's never been definitely proven, so a lot of them flock to the idea as a way of proving superiority. It's honestly kind of disgusting."

"Yeah. She was a great Avatar, no doubts there, but you shouldn't focus on who she was, but what she did."

Velvet smiled, pleased. "Exactly!" Coco always had a way of translating thoughts into words far better than her.

After manuvering amidst the myriad faunus inhabitants of Menagerie, Velvet finally arrived at their destination: a quaint little apartment complex in the middle of the district. It looked a little rundown thanks to time and age, and even a fresh coat of paint didn't quite hide its crumbling nature, but at the same time it seemed warm and homely somehow. It was a community, not just a bunch of places where people happened to lived.

Stopping by one of the doorways marked with a sign saying ' **Scarlatina** ' Velvet reached out and gently rapped her knuckles on the doorway. There was a flurry of activity inside, and Coco could've sworn she overheard some excited shouts, but couldn't quite make out what it was before the door opened and a matronly woman stepped out. Red hair had faded to a dull auburn, mixed with gray, and she sported a pair of rabbit ears atop of her head that were drooped with age, marking her as a faunus. Her features were Velvet's, if aged by about three decades, and lined with many wrinkles, though it only showed how often she smiled. She wore a white robes and an apron for housework, and her features positively lit up as she beheld who was at the door.

"Velvet?"

"Hey mom..." was all she managed to get out before the older woman pulled her into a hug, squeezing her so tightly Coco was positive she heard Velvet squeak. She, meanwhile, was suddenly surrounded by a small swarm of toddlers and young children, who gazed up at her in undisguised awe.

"You look so cool..." gushed one boy with some bucked rabbit teeth.

"I love your glasses," said another, a cute little girl with a cotton tail.

Coco grinned. Oh yes, she was going to enjoy her time here.

* * *

The next day, early morning, Pyrrha had gone down into town to make some purchases. Jaune had rather wisely followed without being asked, feeling very strongly that Pyrrha's father would not be pleasant if he was around.

"Oh, please don't feel poorly towards him," the redheaded earthbender said, even as she picked up a ripe fruit and turned it in her hand, studying its quality before deciding to accept it, and passing the appropriate payment on to the stall owner. "Father is simply... difficult to get along with."

"That's like saying Ba Sing Se is only a little difficult to break into," Jaune replied. Then, realizing how he must have sounded, quickly changed his tune. "Look, I'm sorry, I know he's your dad and all but he... well he scares me a little. And he doesn't seem like he's very nice to you either."

"He loves me," she defended him rather quickly, then seemed to falter. "He's just... not very good at showing it sometimes. He's always been like that... ever since mom left."

She came to a stop in the middle of the street, and Jaune came up by her side.

"I'm sorry," she said softly. "I guess it might be difficult, seeing it from the outside."

He lay a comforting hand on her shoulder. "Hey, if he's your dad, and you love him, that's all I need to know."

Instantly she relaxed, and smiled again.

Rounding a corner, they paused as Pyrrha collected her bearings. "That wasn't there before," she remarked to no one in particular.

Following her gaze, Jaune spotted a rather huge, ugly eyesore at the end of the street. A refinery factor, built for processing mined ore into workable metals. Thick plumes of smoke were being funnelled skywards as they watched. It looked recently constructed, parts of it were still being built, and a chainlink fence surrounded the entire thing, with no admittance signs posted every few intervals.

"Ugh, well there's a major eyesore," Jaune commented. "Oops, one side..."

He gently swung his arm out and helped nudge Pyrrha out of the way of a vehicle chugging down the road they'd been using, heading towards the refinery. A heavy, clunky forklift that looked like it had seen better days, carrying a heavily loaded pallet. As they watched, the forklift spluttered and came to a halt, making an ominous, wheezing grinding noise that set their teeth on edge until the driver finally turned it off. Right in the middle of the road, blocking on an oncoming automobile.

"Stupid lousy piece of junk..." he grumbled. "I'm sorry, I need a minute to get this out of the way!"

"Well hurry up!" complained the driver of the automobile. "I've got places to go and things to do!"

"What's going on here?"

A third voice joined the altercation, as a factory foreman (to judge by his greasy attire) came running over to join them.

The driver of the forklift turned to face him apologetically. "Sorry boss, things been on the fritz all day. I swore I had enough in her to get back to the plant but it just died on me."

"Damnit. Well remove the breaks and we'll push it in!" grumbled the foreman.

Sensing they might need a bit more manpower (and, if he was being honest with himself, hoping to show off a little for Pyrrha) Jaune stepped forward to volunteer. "Do you need some help?"

"Nah, we got this kid."

"Maybe I can help," Pyrrha said, reaching out a hand, laying it gently over the machine. Gently probing it with her earthbending, she felt for the tiny fragments of earth within. She could hear the metal resonating. Feel it, inside her bones. It was alive, and yet it was in pain. Something was mis-aligned. A gear was off. With a subtle push, she slipped it back into place.

"Try it now," she requested.

Jaune gave a thumbs up to the driver, who started up the forklift. It purred to life as if it was newly off the assembly line. Within moments he was on his way, as Pyrrha bowed politely as he passed.

"That's amazing!" gushed the foreman. "I have never seen such a bending technique before! Did you invent it?"

"Well, I..." Pyrrha started.

Gently cutting her off, Jaune interposed himself between them. "You'd better believe it! Pyrrha here is the greatest earthbender in the entire world!"

Even as she flushed hotly in embarassment, Pyrrha could not help but smile at Jaune's words. He really was far too kind.

* * *

With the conflict died down and the sun setting on the horizon, it seemed as good a time as any to make camp and cook dinner. Thankfully not the rapier-wasps, whose remains were used to keep the fire going, but some dry rations Blake had brought along for just this sort of occasion. Indeed, she was busy tending to the fire and cooking the food while it seemed mother and daughter were unsure of how to proceed with their reunion. They were currently sitting across one another, the fire between them, leaving both faces lit up yet framed with shadow to one another.

"You've gotten taller," Raven finally remarked, after what seemed like an eternity.

A grin split her daughters face. "Noticed, huh? I'm almost as tall as dad now."

"And how is dear Taiyang?"

That, however, caused the smile to vanish as quickly as it had come. "He's fine... which you'd know if you'd stuck around. But its fine, he managed to get over you."

Blake's bow lay flat against her head as her eyes widened. That was a particularly vicious attack Yang had done, moreso because it was totally against her character. Sure, Yang could get pissed off and throw a fireball with the barest of prompting, but she never wanted to truly hurt anyone, and certainly not emotionally. Yet she'd wanted that sentence to hurt Raven. Her own mother.

If she was affected by it, Raven gave no indication. "Well, I'm glad. He deserves someone who made him happy."

Deflating a bit further, Yang went for the question she'd been meaning to ask since she'd started this quest, so very long ago it seemed. "Mom... why did you leave us?"

"I wasn't leaving _you_ ," Raven quickly corrected her. "Or Taiyang. I just... I couldn't stay. Our people needed me. Besides, I'm not the sort who can stay tied down. I have to wander freely... or else I die."

An exaggeration, likely, but Blake had known others who could go stir crazy if not allowed to explore and wander. Sun sometimes gave the impression he'd be happier as a wandering nomad than a student at Beacon, though he covered it up nicely enough.

"Where are your people anyway?" asked Blake.

"Out and about. They're not exactly the sort who keep together for long... just come together when necessity dictates it. Otherwise, it's every man... and woman... for themselves."

"But why here?" Yang asked. "Why the desert? There's a whole wide Earth Empire to explore, and three other Kingdoms beside it, why are you in this dump?"

The older woman leaned forward slightly to explain. "I'm searching for something. I have been ever since I left. There's an ancient library in this desert," Raven said, her eyes seeming to reflect the firelight as she went on. "Containing lost, forbidden knowledge from across the ages. Supposedly older than the Four Kingdoms, older even than the Avatars themselves. And in it is something very precious. Something that I intend to find and bring to light."

"What?" asked Blake.

Raven smiled enigmatically. "A story."

* * *

Ruby tried to spend the next day patiently waiting. She really did. She knew there was a procedure to this sort of thing. A tradition. Ceremony. She'd been raised on such things ever since she was little by her mom, one of the remaining airbenders in the world. Traditions were important. You had to be patient and do things the right way, especially for something as important as this.

However, thinking of that only reminded her of how much she missed her mom. Of the nights when she couldn't sleep, dad and Yang snoring upstairs, and she'd found Summer downstairs meditating. And they'd just spent time talking until Ruby inevitably fell asleep, and her mom carried her upstairs to bed. Sometimes she even got to take a glass of milk and a cookie with her, if she was lucky.

Then one day, Summer hadn't come back. Things had changed. Sure, Taiyang still loved his girls, and they him, but anyone could tell he was hurting. So was Yang, suddenly obsessed with finding her birth mom, and so, deep down, was Ruby.

But tomorrow...

Tomorrow...

 _Ruby_...

It was midnight when Ruby woke, climbing out of her bed and padding over to the balcony. The moon was full outside, and she could have swore she saw the stars twinkling in the night sky. It was beautiful, if cold, but she didn't even feel the chill. Instead, she felt something calling to her. And she realized she had to go.

 _Ruby..._

Dressing quickly and throwing on her cloak, Ruby left the Water Palace as stealthily as a mouse. A splash of red against the frozen city, she somehow went completely unnoticed by anyone, civilian or soldier or merchant alike.

Making her way to the doorway leading into the Spirit Oasis, Ruby paused at the handle, and gently eased the door open. A deep tunnel lay in front of her, leading deeper into the icy mountains, barely big enough for two men to walk side-by-side, and then only narrowly without bumping their heads on the ceiling.

 _I need a light_ , she thought. At first she sought out a lantern or a torch or something to light her way, when another sort of light went off above her head.

"Wait a minute, I'm the Avatar... I know how to firebend," she said, though she didn't sound entirely convinced herself. Still, how hard could it be?

Remembering her sister and the techniques she'd used in the past, Ruby tried to mimic her stance from memory. Cupping her hands and blowing out a low breath, she tried to conjure a fireball into her hand to light her way.

Absolutely nothing happened.

Frowning, Ruby deliberately calmed herself, then attempted the motion again. Finally, a tiny flicker filled her palm, and she could see.

"Close enough," she decided.

It was deep. The tunnel seemed to stretch on for miles, but she didn't waste any time making her way down it, walking as briskly as she dared deeper and deeper. She was heading north, towards the very pole of Remnant, whereupon it opened up into a wide, circular crevace deep on the frozen tundra. The air here was warm, very warm, and Ruby blinked in amazement at the sight of real, healthy green grass surrounding the edges of the crevace, forming a rough walking path around the pool of water in its very middle. The pool remained frozen over, but for the life of her Ruby couldn't tell why, it seemed as if the whole area had been displaced from somewhere much further south, like Vale.

And there was power here. Spiritual power. It infused Ruby's entire body the way a hot drink would be poured into a cup. She felt lighter than she ever had in her life. And yet...

... and yet something was wrong.

Something dark was mixing with the light. Poisoning the drink.

Shifting her gaze, she spotted someone else, on the other side of the pool. Standing there. Waiting for her. A woman, with impossibly pale, bloodless skin. Dressed in very old, very frayed, purple Water Tribe garments. Everything about her looked unnatural, from her stone cold stance to her bloodless face to her firey red eyes. Yet they watched Ruby with an amusemed glint, echoed by the cold smile creeping up on her face.

"You've finally arrived."

Like her form and face, something about that voice seemed distinctly unnatural to Ruby. Like it was a recording or an echo or in some other fashion not a real human voice she was hearing. It instantly put her on her guard.

"Who are you?" Ruby said, arms upraised, palms flat. She struck a classic airbending stance, ready to fight the instant she needed to.

But the strange woman made no effort to attack her. She did not even seem to mind her hostile stance. She continued on as if casually discussing the weather. "I am Salem," she explained. "I knew your mother, Ruby Rose."

That brought Ruby up short. "You knew my mom?" Was this a friend of hers?

Her words, however, quickly confirmed her to be anything but. "Oh yes. Summer Rose tried to destroy me. She failed. I destroyed her instead. And consigned her to an eternity trapped within the Spirit Realm. You will never save her, Avatar."

Ruby frowned, throwing a wind slice at the dark woman who'd just confessed to killing her mother. To her surprise, it seemed like the air almost went _through_ her. Her body rippled like water when a stone was thrown into it, then became solid again.

A cold smile graced her face. "That won't work on me," Salem said. "I'm not some mortal creature any longer. I am a spirit, Ruby Rose. And nothing you can do can harm me. Moreover, you will never open the path between our world and yours. Your mother is lost to you... forever."

Half-expecting a wicked cackle to accompany her grandious statement, Ruby was only mildly disappointed when the dark spirit Salem seemed to fade away into shadows and vanished entirely. "Yes, I will," she promised.

With the layout of the grove as it was, there could only be one way to physically enter the Spirit Realm from here. Through the body of water in the very center. But it was frozen solid. Even a pair of fish had been trapped in mid-swim, caught in a circling pattern. One black koi with a white dot, and one white koi with a black one. Forever circling one another, like a frozen image of ying and yang. The opening was closed.

So she needed to open it up.

The youngest daughter of Taiyang Xiao Long threw an airbending slice to try and break up the water, but it was rebuffed, failing to make even a mark. Angrily, Ruby threw gust after gust of wind at the pool, but it stubbornly refused to break. Grumbling, she wished Weiss was here, but any attempts of her own to bend the frozen water back into a liquid state failed. It seemed utterly resistant to any sort of attack or bending style.

"Come...! On...! You...! Stupid...!" she shouted, dropping to her knees and smacking the frozen pond with her fist.

With her final smack, Ruby slumped against the cold surface of the pool, unable to think of a way to open it. Then, however, the answer seemed to come to her, and when her head lifted, her eyes blazed with the white light of the Avatar State. Gently, she reached out a hand, and lightly tapped the ice.

In that instant, the gate opened.

A light erupted upwards from the pool, heading skywards, climbing up into the night sky until it must have been visible for miles around. But moreover, Ruby recognized that the column of light was actually the entrance to the spirit world. Not through meditation, which allowed a spirit to enter incoporeal, but a physical entrance, as real as she was. Without hesitation, red cloak billowing behind her, Ruby stepped across the threshold and into the other realm.

* * *

 **Authors Notes:  
** Obviously, borrowing a bit more of Avatar than RWBY for this chapter, what with the series having remarkably diverged from where I originally started. In particular, fans of the comics make recognize elements of 'The Rift' being incorporated into Pyrrha and Jaune's storyline. Also, obviously, gave elements of Blake's trip home to Menagerie (accompanied by Sun) to Coco and Velvet.


	18. Ruby Alone

The Spirit Realm was a vast place, some might even have claimed it was infinite in dimension. It held oceans and deserts, lakes and streams, forests and volcanos and swamps. Yet the entire realm was fluid and flexible, altered by the emotional state of its occupants. Those who gave into despair saw stormclouds cover the horizon. Those who held tight to hope were lit the way towards their destination. Motion was a matter of thought, strength was a matter of will. Here, belief could be your salvation...

... or your doom.

* * *

It was nearly three in the morning by the time Weiss awoke, restless and disturbed, and went in search of Ruby. Something felt distinctly off to her, though she could not say for certain what, and she was hoping for some Avatar-ly wisdom. Failing that, a talk with her friend might ease her discomfort enough to let her fall back asleep.

But when she'd reached Ruby's room, she found it empty.

The bed looked slept in, but its airbending occupant was nowhere to be found. Frowning, Weiss waited by the door, suspecting her teammate may have needed to use the little girls room. Or else she was trying to sneak another midnight snack, despite Weiss' insistence she not do such things. But when seconds became minutes and Weiss continued to wait... and that sense of wrongness just seemed to grow stronger as time passed.

She decided to go looking for her erstwhile teammate, starting with Penny's guest room first. The daughter of Future Industries stepped outside in a nightgown, looking preternaturally alert despite the early hour. "No, I'm sorry Weiss, I haven't seen Ruby either. Was she not in bed?"

"No, she wasn't... I haven't seen her since yesterday's dinner."

A swift search of the palace revealed no other sign of Ruby, even Kline hadn't seen her. Which really left only one possible place she could be, and Weiss's scarred eye twitched as she rejoined Penny and Ciel outside the latter's bedchambers.

"... oh don't tell me..." Weiss pressed a hand to her forehead, feeling a headache coming on.

"... she went on ahead?" Penny meekly suggested, not wishing to irritate her further.

"Yeah."

"We'll find her, Princess Schnee," Ciel said, in moments already dressed and looking surprisingly alert for the early hour. "I propose we divide up to cover more ground. I can confer with the Chieftan, if Miss Polendina can consult with the council of Elders. If you would not mind, I would suggest you are most qualified to visit the Spirit Oasis and confirm our suspicions on the location of Avatar Ruby."

Weiss started to reply, then paused, tilting her head, staring at something over Ciel's shoulder.

"Is something amiss?" she inquried, confused.

The Ice Princess did not reply, but walked over to the window and flung back the curtain fully, revealing the outside view. Off in the far distance, the night sky was lit up by a column of light ascending skywards. It must have been miles away, yet it was more brilliant than any light had any right to be. And there was something... otherwordly radiating off of it as well.

"... I'd say we can confirm she's at the Oasis," Weiss remarked casually.

* * *

Unwilling to give them further information on just what she was seeking this story for, Raven settled on an ultimatum: join her, or leave. Given how much Blake and Yang wanted to know more about just what she was doing, they stayed. And so the search began.

They combed through the desert, moving with uncomfortable slowness thanks to being on foot. Blake idly wished she'd thought to purchase an eel-hound to ride, or maybe an automobile while she was wistfully thinking. Future Industries top of the line car (with the newly designed A/C, of course) sounded heavenly compared to trudging forward on foot.

Neither mother or daughter seemed to bear the desert heat and desolation much mind, they forged ahead, carving a path in the dusty desert in search of Raven's mystical library.

Curiously, they still weren't talking. Blake wasn't sure if this was to be taken as a good sign or a bad one, but they hadn't said a word to one another ever since their conversation on the first night. It seemed to put Yang in something of a hot tempered mood, anxious, even spoiling for a fight, but apart from some wandering spirits, drifting on the breeze, nothing was out here. The whole Yellowbrick Desert was virtually empty.

Empty of anything but sand, that is.

Blake sighed as they crested another hill, feeling her shoulders slump as she watched the other two separate, going in virtually different directions. Cupping a hand, she peered up at the sun, burning so hot and high overhead. She wasn't sure what time it was, though it seemed close to noon. They should stop travelling and rest before they got lost, follow the sun once it started to set again. At least, those were Raven's directions. Follow the sun when it set, and the moon when it rose.

The Kyoshi earthbender sighed, starting to think their quest a fool's errand, and kicked an errant hill of sand in her path.

Then winced as her foot struck something solid, and gave a little hop dance as she held her foot protectively close.

Quickly back-tracking, Yang was at her side in moments. "What happened?"

"Hit something," Blake said through clenched teeth. "Something hard."

"Probably just a bit of wood," remarked Raven from nearby, studying the mound of sand. "Got blown out here during a storm or something. Will your foot be alright?"

Blake nodded, the pain already fading. "I'll be fine."

"Good, we don't have time to lollygag."

Violet eyes flashed crimson as Yang glared up at her mother, and in that moment, the familial resemblence had never been stronger.

"We should take a break," Yang said. "Blake hurt her foot, let's give her a chance to rest. We're not leaving her behind."

"Of course not," Raven replied. "If you insist... a few minutes won't hurt. I'll just grab myself a seat, shall I?"

Without waiting for a reply, she spun around in a circle, arms raised above her head as if she was dancing instead of bending. Never-the-less, the sand began to rise up and swirl around her ankles. She'd intended to unearth the object that Black had struck to use as a makeshift seat... except it wasn't a log or tree branch Raven uncovered. It was a pointed tower, covered in roof shingles.

"Well... that's odd..."

Yang reached down, brushing aside some sand at the base, revealing there was even more. "There's more further down. It must be completely buried..."

"Let's find out just how far," Raven said, and raised up her arms, then swept them down suddenly, palms flat. The sand swept out in great arcs, parting like butter against a hot knife, and flew to either side of Raven as she kicked and punched and sent the sand flying, even more enthusiastically now. More and more of the structure became unearthed as the sand was swept away, revealing a tower of white marble. Eventually, they found the base of the tower. Or rather, they found an opening in it, a window, sand dribbling down inside, leading down into darkened depths.

Ears twitched as Blake blinked her great golden eyes, amazed at the sight before her. "We found it. We actually _found_ the library."

Raven smiled. "Guess all it took was the right team to do it," she said, hugging her daughter's shoulder affectionately. Yang didn't protest the close contact, though her expression looked reserved.

"Let's find this story of yours then," she said, shaking off her mother's grip and climbing the side of the tower towards the entrance at the top. Blake tossed up a rope to ease their ascent and descent within, which Yang tied off. The second rope they tossed down into the tower, which stretched far, far deeper than they could have imagined, and the three women shimmied down it.

* * *

How long Ruby wandered those vast spirit wilds, she couldn't be sure. Sometimes the sun seemed to be shining overhead, other times it was dark and cloudy. Sometimes she wasn't even sure if the sky was up and the ground was down, and once she'd fallen down into the mouth of a cat-crocodile and ended up in the middle of a swamp that lead into a blackened and ruined forest, and had absolutely no idea which way she was really going anymore. She wasn't even sure which was was back to the Spirit Portal.

In short, she was lost.

Frightened, but determined to face her unfortunate circumstances bravely, Ruby wrapped her cloak more tightly around her shoulders and marched forward, searching for someone, anyone who could help her. She would need a guide to get any further. The Spirit Realm was populated by spirits, it was true, but thus far Ruby had only seen animals and beasts, and even some of the foliage seemed to be frightfully alive, like the tree that had eyes, and glared as she passed. She was looking for something a bit more... humanoid? If not human.

Heck, at this point she'd welcome seeing _Salem_ again.

But there was no one around. And it was getting darker. The trees in this region looked positively lifeless, blackened and burnt as if by a great fire, long branches reaching up like clawed hands as the sky grew darker, and Ruby felt a chill run down her spine. It was terrifying, bringing to mind old childhood nightmares long forgotten, but she pressed on.

Then, suddenly, she saw something up ahead. A light.

Ruby took off running, getting closer, thinking where there was light there was hope. Indeed, as she approached closer, she saw the light was actually a small fire. And it was reflecting off of something holding it.

Or rather... some _one_.

A man in a very old style tunic, with flared collar and tan leggings. Atop of his head was dark, spiky hair and below that a devil may care grin, and overall rather handsome looking face. He didn't stand much taller than Ruby herself, but he carried himself as if he was seven feet tall. He held the flame in his hand aloft so she could see it, then extinguished it with a clenching of his hand into a fist when she was close enough to see without it.

She recognized who he was in an instant, and came up short, unable to think of a single coherent thing to say. "It's you..." she finally managed to breath out, her voice rising in pitch, threatening to burst into a squeal at any second.

He gave a grin at that. "You know who I am?"

"Everyone knows who you are," Ruby replied in awe. "You're the reason we do what we do. The reason we keep pushing ourselves to be greater than we are. You inspired us to always..."

"... keep moving forward," they finished together.

"You're Monty. The first Avatar."

He nodded, pointing both index fingers at Ruby, thumbs upraised. "Point for the pretty girl."

"I'm uh... I'm Ruby. I guess I'm kinda... you... reincarnated... I think? I always kinda lose track of the conversation when it turns to that sorta thing."

"You're me," he affirmed. "And you're you."

"And we're all family goo-goo-ga-choo?"

He blinked in geniune surprise. "What?"

"It's a song, nevermind," she said. "What're you doing here?"

"Well, funny thing is, you called me... else I wouldn't be here. I sense you're lost... and not just in the physical sense."

"No! I'm just... uh... getting my bearings, is all," she replied sheepishly.

He folded his arms across his chest and gave her a look.

"Okay I'm lost."

"Well, don't worry too much," he said, reaching out and ruffling the top of her head. "I've got just what you need. In fact, I came here specifically to show you something."

"Are you going to show me how you became the first Avatar, and fused with Oum the Spirit of Light?" Ruby asked excitedly, practically bouncing on the heels of her feet. She'd read of such in a book before, but the thought of actually _seeing_ it was too exciting.

Monty smiled at her gently. "Afraid not, kiddo. No, something else you need to see..."

* * *

By the time dinner rolled around, Pyrrha was already making plans.

"So the foreman and I got to talking, and he was positively estatic about the idea of my helping over the summer at the foundry... even offered to pay me on the spot, right then and there."

"That's great, Pyrrha," Jaune replied, sampling his stew. Pyrrha had cooked, and so of course it tasted divine.

Her father said nothing, though it was obvious he was listening.

"I know. I couldn't accept, of course, because I have to go back to Beacon to finish my earthbending studies... but well, he asked if I could help teach someone else to do it instead... and that's when I got to thinking."

"Yeah?" asked Jaune.

Hazel glanced up from his own meal, having hardly touched it the whole time. He sipped at his mug.

"I thought, I shouldn't keep this amazing talent to just myself..." she gushed. "If I can teach others to metalbend, then I owe it to them to let them learn. And they can teach others, and so forth. Maybe once I graduate I can open up a school right here in Gaoling!"

There was a sudden banging sound, and both Pyrrha and Jaune nearly jumped clean out of their seats. Hazel had slammed his mug onto the table with nearly enough force to crack the wood. His face, already unfriendly looking, looked positively murderous right now, and he glared at his only daughter in such a fashion that she looked ready to wilt away to nothing.

Hesitantly she inquired "Father is... is something wrong?" when the silence stretched on.

"That refinery... is a disgrace," he replied darkly. "It has poisoned our land and angered the spirits. And anything done to help it will only further hurt this town. Including teaching their workers how to bend metal."

"Father, I... it's not just the refinery that could benefit from this. Think about countless others would benefit from metalbending. Artisans, construction workers, builders. Police! Police with skill over metal could overpower almost any sort of rogue bender they encounter, without a need to get them in an iron cell first."

Hazel grumbled, making no argument but clearly unwilling to conceed her point.

"I just... thought you'd be more excited," she said morosely. "I mean, think of all the good we can do..."

"You could do just as much good if you came back here and gave up this foolish obsession of yours," he growled, his voice low and rumbly. "That factory is an abomination against nature, and the more they know how to repair it and operate it, the worse it's going to get. You teaching metalbending is just going to ruin this entire region that much faster."

He shoved his bowl forward, and Pyrrha recoiled fearfully as Hazel stumbled to his feet, leaning heavily on his cane.

"Do whatever you will. Teach this metalbending nonsense if you insist. But not in my home. _Our_ family hall will never be used for such a... dangerous pursuit."

His heavy footsteps receeded out of the room as Hazel headed up the stairs, the distinctive thump his cane every few minutes confirming he was still moving as Jaune and Pyrrha remained politely frozen in place, unsure of what to say and less willing to say it.

"Uh... more stew?" Jaune asked, glancing at Pyrrha's nearly empty bowl.

"Uhm... n-no thank you, Jaune... I uh... I think I'll go... for a walk."

"Well, okay... I'll get the dishes," he said, sensing she wanted to be alone. She gave him a grateful smile as she slipped out, leaving Jaune to clean up the cutlery. Oh well, at least he had a cheat. Waterbending made it so much easier to wash dishes.

* * *

Instead of falling on her head, Nora landed flat on her butt beside Ren as he collapsed beside her.

The rumbling, however, continued for a long moment afterwards, and the ceiling, previously open to admit them, suddenly closed back up the same as it had before, trapping them within. Only a small hole in the ceiling permitted in any light, and it was a thin, narrow beam. Enough to illuminate, but not nearly wide enough to allow either of them exit. Assuming they could even reach it, so high up as it was.

"Oh no... no no no no..." Nora said, coughing and climbing to her feet. "Ren, we're trapped..."

"I noticed," he dryly replied with a grimace, checking their surroundings. There wasn't much to see in the dark... but as his eyes adjusted to the light, he made out a series of statues, spread equadistant around a circular room. They were in odd poses, though it looked strangely familiar somehow to Ren.

Like they were bending, or dancing, or...

"Oh no, please, don't leave me in here! I'm claustraphobic!" Nora shouted. Quickly she filled her hands with fire and launched it at the walls, beating at the hot stone a moment later with her fists, desperate to find an escape.

His hand came down on her shoulder, and it was instantly like Nora had been doused by a bucket of cold water. She was calmer in mere minutes as her eyes lifted to meet his.

"Nora," he said gently. "Let me take a look around... there has to be a way out."

She nodded meekly. "Okay."

Grateful she was calmer, Ren sat down cross-legged on the floor in the center of the room, while Nora stood nearby to watch him. She knew he'd be very vulnerable when he did this, which was why he didn't use the ability often. But it would be tremendously useful in scouting through the heavy stone walls and finding some lever or mechanism that could help them out of their current predicament.

Meditating, Lie Ren opened up his mind and his consciousness, and let it drift from his body, his spirit set free as an astral projection. A ghost, for all he would appear to anyone who could see him now. Nora certainly couldn't, though for just a moment he was almost positive she winked in his direction. Shaking his incorporeal head, Ren drifted to the edge of the room and right through the stone door blocking their exit.

Sighing, Nora sat down and wrapped her arms around her knees, watching Ren's meditating form. It was up to him now, but equally it was up to her to keep him safe if something should go wrong.

She wouldn't let him down.

* * *

The Earth Empire Army was making bold sweeps to reclaim its legitimacy and approachability following the somewhat disastrous showing it had given during the Battle of Beacon. Losing most of its airships and stumbling right into an enemy trap had not done wonders for their reputation, particularly that of General Ironwood. However, had had been permitted to keep his position and rank, and was working hard to fix matters with his new recruiting program.

As well as giving his own legitimate forces some much needed manpower with the new recruits. Such as Sun Wukong and Neptune Vasilis. The duties involving were light, mostly involving patrol of the city and the occasional guard duty. But the real perk was what came with patrol.

Sun popped a wheelie on his motorcycle as he and Neptune cleared the street crosswalk and angled their motorcycles into the empty parking lot near the warehouse district, where nobody else was around.

"Oh man this is the best!" Sun practically crowed. "I love you, shiny new badge!"

He preceeded to pluck it from his chest and kissed it, and Neptune watched him with some wry amusement. "Do you two need a moment alone?" he asked, folding his arms and leaning back against his own cycle.

"Hush you," Sun retorted, clipping the badge back onto the front of his shirt. Recruits to the Earth Army, technically ranking below actual enlisted privates, were allowed to keep their regular clothes when they went about their duties, with only the badge to show their (minimal) authority.

"Hey... this was a good call, man," Neptune said, offering his fist to Sun. The blonde boy bumped his fist against Neptune's, and they shared a grin, for once in mutual agreement. Signing up to be Earth Army Recruits was the best decision yet. It's only a shame Scarlet and Sage hadn't wanted to join them. But the only way things could have been better would be if they'd had an actual crime to deal with...

As if anticipating his thoughts, there was a sudden commotion down a nearby alleyway. Tilting their heads and leaning back on their bikes, Sun and Neptune watched as a trio of men in gas masks and rubber suits piled out of a nearby warehouse, carrying heavy barrels over their shoulders. Each one of their uniforms bore a red mark on the shoulder, in the shape of an axe. As the two boys watched, they loaded up the truck and swiftly piled in.

"Go! Go! Go!" one of them shouted, clinging onto the back of the truck. He was nearly left behind when it jerked forward and accelerated down the road.

The partners from Team SSSN shared a glance.

"Did that look legal to you?" Neptune asked Sun, taking on a cultured accent.

He pretended to scratch his chin and look thoughtful. "It most certainly did not, my old chum Neptune," he replied in the same tone.

"I daresay those fellows just robbed Future Industries."

"My thoughts as well. Aren't those the same ruffians who worked for Roman Torchwick?"

"Equalists, dear boy. They call themselves Equalists."

"Ah yes. I thought they'd disbanded when their boss booked town... seems to me they're a might tougher to snuff out then that, eh wot?"

"Oh dear, that doesn't sound good at all," Neptune said in mock horror, angling his motorcycle around. "I daresay we should go introduce them to the local constabulary."

"The... what?" Sun asked, his accent dropping thanks to his puzzlement.

"The... the police," Neptune said, also dropping his accent, rolling his eyes. "Constabulary is where constables gather. Constables are policemen."

Sun sighed. "You are such a nerd, Neptune."

He held up a finger in dispute. "The word is _intellectual_. And come on, they're getting away. Let's follow and see where they're heading..."

"Right," Sun agreed. The two of them revved up their engines and took off down the road after the truck, keeping a leisurely pace so as not to alert it to their presence. The two of them zoomed past a pair of girls about to cross the street, cutting them off. Both of them wearing dark robes of Water Tribe make and with raven black hair. One short, one long. One was trimmed with red highlights, the other with white. They had the same emerald green eyes though, narrowed at the passing boys.

Melanie and Militia exchanged a glance, then as one, turned their noses up. "Hmpf. Posers," they chorused.

* * *

Ruby obediently followed Monty as he led her through spirit plains and fields, across rocky hills and up the side of a great mountain that seemed (to Ruby at least) to stretch over forever. She was positive they were above the cloud cover... if such things truly mattered in the Spirit Realm.

The top of the peak was flat, and there was a curious stone structure that Monty even now drew her attention to.

"This is the Peak of Wu-Lon," Monty explained. "A sacred place even amongst spirits... and here is the Well of Vision. It's said you can look inside and see almost anything... or everything. People who've gazed into it too long have gone mad, seeing too much of the past, present, and future. And even possibilities they've never considered. Timelines never yet realized. I think there's one in here where you're on a journey with Weiss and Jaune to stop the Fire Nation... I follow that one all the time..."

"Whoa... sounds intense," she said, hesitant to peer over the edge after such a warning. Ruby liked being sane, thank you very much.

Monty chuckled at her hesitation, and reached out a hand, flicking the surface of the water. "Take a look, Ruby Rose... this is what you need to see... in fact, you want to see her very much... though... I'm sorry it's not under better circumstances..."

 _Mom..._

Ruby was instantly at the well's side, grasping its rim and peering into its depth. The water cleared, taking on an image, and she could see it almost as clearly as if she was right there. And she saw _her_. White cloak billowing behind her, hood up, but there could be no mistaking the air nomad robes worn underneath.

"Summer Rose," Monty confirmed, as if reading Ruby's thoughts. And if they were reincarnations, perhaps he was.

She was standing in some sort of grove with red leaves, possibly autumn time frame, or maybe it was the Forever Fall forest. And there was someone else there. Ruby instantly recognized the pale face and dark robes of Salem. A smirk played over the features of the latter as Summer made her way forward, throwing back her hood. Her features, so like Rubies, were fixed in a very un-Ruby like glare of anger.

"Salem."

"Summer," the other woman replied, hands clasped in front of her, seemingly completely at ease.

"You killed Ozpin," Summer accused, her voice uncharacteristically harsh. Ruby shivered, never having heard her mom sound like that before. She was scary.

"No," Salem denied. "But I sent the agent who did. She was meant to steal his power... but she failed." She sounded mildly disappointed, like a mother worried her child hadn't quite made the top percent on a school test.

"And that's not all, is it?"

Salem's smile vanished in an instant. Summer had clearly struck a nerve, and Ruby felt herself grinning. _Way to go, Mom_.

"I know about your plans for the Dark One," Summer continued. "And I am telling you here and now we of the White Lotus will never let such a thing ever come to pass. Not while we live and breathe."

"Mom was part of the White Lotus?" asked Ruby, glancing over at Monty.

He shushed her gently. "You're missing the best part," he directed her attention back to the well.

"Then breathe no more," Salem replied.

She was standing one moment, perfectly still, seemingly calm. The next instant, Salem was in motion, almost a blur, as her dark robes billowed around her moving body, so fast and fluid it seemed like a shadow flitting across your vision. A nearby pool of water sprang out like a striking snake, and Summer only barely managed to counter with a wind shield, knocking the liquid skywards and away from her. She quickly countered, moving into a spin and striking with her leg, trying an air broom sweep to knock Salem's legs out from underneath her. Alas, the Water Witch was airborn moments later, striking with hard, fluid strikes meant to tear clear through the white-cloaked enemy against her.

"Wow! Yeah! Get 'er, mom!"

Monty smirked, arms crossed, leaning against the well, as Ruby cheered on her mother as she did battle with Salem, air and water colliding in the grove in an intense, deadly clash of techniques.

Eventually, however, Salem seemed to exhaust her supply of water and her own energy, and collapsed from a well struck gust of wind that struck her in the gut. She fell to her knees, grasping at the ground to keep upright, but it was clear she was fighting a losing battle. Summer, on the other hand, advanced on her warily.

"Your reign of terror ends here and now, Salem."

A sneer answered her. "I know you air nomads. You won't kill me. You're _weak_ ," Salem hissed at her.

Silver flashed as Summer's eyes, so like Ruby's, narrowed in a glare down at the water witch. "Don't be too sure."

Before Salem could respond, Summer knelt down and slapped a pair of palms over her head and heart, resting her thumbs on the chakra points. Instantly both women froze, their spirits locked in tight combat while their material forms remained vulnerable. But Ruby, seeing the battle through the eyes of spirits, saw everything clearly. It was as if they shone with a bright light. Azure blue for Summer and baleful crimson for Salem. As Ruby watched, the latter began to creep over the former.

"What's she doing?" asked Ruby.

Monty glanced over her shoulder. "Energybending," he replied. "In order to purge Salem's spirit from her body and banish her to the Spirit Realm. But in order to bend a spirit, she has to have a spirit that is unbendable... she may not be strong enough..."

For a moment, Ruby couldn't breath, she was terrified to disturb the water of the pool, watching as her mother's blue aura was overcome with red... then as she watched, the opposite happened, like a tidal wave cascading down, blue overcame red and washed it right away. Both auras faded, as the two women collapsed onto the ground. Salem's form became blurred and indistinct as she seemed to just fade away, sinking into the ground and leaving the grass blackened and lifeless in her wake.

"Salem didn't destroy my mom... she sacrificed herself..."

Monty nodded. "Willingly gave up her life force to see Salem's ended, banishing her to the Spirit Realm. She thought it was the only way. But unfortunately, things didn't go quite as planned. And Salem isn't so easily beaten."

Monty tapped the well again, the water rippling as it showed what happened next. In the Spirit Realm, over the next few years, Salem's spiritual form came back together, literally rebuilding herself from the tiny bits of her scattered across existence, re-forging her form by sheer force of will.

"Salem poured a lot of her will into remaining cohesive," Monty explained. "And when she was on the other side, she learned a lot of facts regarding our two worlds and how they're linked. Without meaning to, Summer Rose helped Salem to find the very thing she was looking for."

"She did?"

"Yes... you see, the ancient ones were very clever when they sealed up the Spirit Realm. They knew if anyone on either side could open it, it would mean chaos and disaster for both realms. So they made is so that only the Spirit of Light, guided by a human, could open the Northern Portal from the Material World. And only the Spirit of Darkness, guided by a spirit, could open the Southern Portal from the Spirit Realm."

"And that's Salem."

"And Zoa. Oum's opposite. Their negative. The Spirit of Darkness. And they're poised to do it now, Salem is already channeling his power into opening the portal. In a short while, it'll be open... and then Harmonic Convergence will be upon us."

"And that's bad?" she said, not sure her mind could handle the full magnitude of horrors about to fill it.

He nodded. "Yeah. Bad."

"I have to stop her... which way is it to the South Pole?"

He gave her the best instructions he could, and Ruby took off on an air scooter, red cloak whipping behind her as she poured on the speed. Monty smiled as she took off, already starting to fade away as his spirit and consciousness faded, rejoining with its source: the current Avatar. Even so, he gave her one last piece of advice before his consciousness went to 'sleep' in her soul.

 _... don't look back with regret... remember... and keep... moving... forward..._

His voice faded as she kept moving, but his words never would. Ruby would always remember.

* * *

 **Authors Notes:  
** Obviously, something of an extended tribute here to the man, the myth, the legend himself. Monty Oum, creator of RWBY, and very missed friend.

Wu-Lon is not a name from either Avatar or RWBY, but borrowed from my fellow collaborators crossover. Thanks, Zeroan. The joke about another timeline where Ruby, Jaune and Weiss are fighting the Fire Nation is also a nod to their own Avatar/RWBY crossover. I also follow it all the time, and for good reason. Good stuff.


	19. Schnee Legacy

Weiss was swift in reaching the entrance to the Spirit Oasis, unfortunately, she wasn't quite swift enough. Even as Penny and Ciel hurried to keep up with her, she found her steps faltering, finding a pair of Northern Water Tribe guards blocking the entryway. They saluted as she approached, but did not budge aside.

"Sorry, ma'am," they said, crossing spears to prevent her entry. "We have orders from Chieftan himself. No one is allowed in or out."

"But Ruby could be inside there!" Penny protested.

"Then we'll just have to go in there after her!" said Weiss. "You two will move aside, or _I_ will move you."

"No, you will not."

The voice came from a young boy who'd just arrived with a contingent of Water Tribe soldiers. Like them, he was dressed in blue, but clearly not a uniform of any kind. Instead, his robes were clearly a cut above the rest, and the fur trim left little doubt of his importance. They looked in many ways like a more masculine version of Weiss' own outfit.

So did the boy, for that matter. Identical blue eyes and pale hair cut short around his head, he bore the same features as she and Winter, making him look uncomfortably feminine for a boy. It was obvious he was family, even to a casual observer.

"Whitley," Weiss greeted, her voice barely cordial and rather cold.

"Dear sister," he replied, his voice equally professional, lacking any warmth despite the term being used. "Terribly sorry, but you really can't go in. Father's quite adamant about this. No one allowed. We've angered the spirits enough for one night, and he doesn't intend to see further damage done."

"And he's intent to lose the Avatar instead? Ruby is inside there!"

He shrugged. "We know. We're making efforts to locate her ourselves."

"What sort of efforts? Tell me so I can assist."

Whitley gave something of a condescending smile. "Big sister, you can relax, everything is under control. Father will sort this out. You just go home and rest."

Twitch. "I am not leaving until my f... my teammate... my _partner_... is out of danger," Weiss said, her voice pitched uncomfortably low.

Not quite smiling, her younger sibling returned Weiss gaze, matching her cold fury with tranquil coolness. But one did not miss the way his contingent of guards were eyeing the Water Princess and holding their weapons uncomfortably tightly.

Penny stepped forward to defuse the situation, slipping between the children of the Water Chieftan.

"Now, now, please... surely there is a way we can resolve this. I too wish to see Ruby returned..."

"Thank you!" said Weiss, thinking the heiress on her side.

"... but not at the expense of further angering the dark spirits," Penny finished.

Whitley nodded, sensing someone who would see sense. "Well put. Miss Polendina, isn't it? Future Industries heiress, inventor, mechanic, racer, and mecha pilot?"

"And amateur chef," Penny added, with a dainty curtsey and a cute smile that stretched out her freckles. "It's ever so nice to meet you."

"Yes... well I think we can be reasonable this... but let's discuss it back at the palace. Coming, dear sister?"

Weiss was positively fuming at this point, almost to the point of steam drifting off of her shoulders. She wanted nothing more than to flash freeze her annoying twerp of a brother, ditto his guards, rip off the door, and go storming after Ruby herself. Then give the little Avatar a tongue lashing she wouldn't soon forget.

Instead, she buried those feelings deep down from long practice, exhaled slowly, and nodded. She followed Whitley and Penny as they returned to the Palace, making plans now on how to convince her father, brother, and the Council of Elders to let them do the right thing.

It wouldn't be easy.

* * *

Light from the outside reflected off of a number of mirror-like surfaces within the tower, shining the light deeper into the Library, which opened up below them.

And it was a Library, easily worthy of a capital L. Books stretched along bookshelves as far as the eye could see, in at least four stories they could see and more below. Their rope dropped down onto a bridge spanning between them, and across a number of other ones further below. Each containing countless more books, scrolls, tomes, and other such manuscripts. Truly, there was more here than any one person could read in several lifetimes. Blake felt her mouth go dry at the very thought of it, as she nimbly hopped down beside Yang and Raven.

"So... any idea where to start looking?" asked Yang.

"... not a clue," Raven admitted ruefully.

"Well, shouldn't be too hard," Blake said, bow twitching atop of her head. "We'll uh... just have to start in the non-fiction section and... uh..."

Her musings were cut off as something dark swooped overhead, making the light flicker as a great shadow passed over them.

It looked like some great bird, dark-winged and black feathered, and for a moment they thought they were under attack from a great Nevermore. When it landed, however, its body seemed to shift and move in subtle ways, reforming into a more squat, rounded shape that seemed less inclined towards flight, and they realized it was a spirit of sorts. It took on the form of a great rooster, complete with magnificent plumage atop of its head and a pair of great black, mirror-like eyes. The only splash of color was a number of pale feathers around its breast, like a badge of honor or a coat of arms... and the magnificent white teeth stuffed into its beak.

"Well now... what have we here?" spoke the rooster spirit, gazing down at the trio of women curiously.

"Who are you?" asked Blake, as she and the others tensed, ready to fight if need be.

"I am Roo Stah Teeh," he stated in a booming tone. "He who knows Ten Thousand Things. The Library is closed to the likes of humans... and _half_ -humans," he added with a glance at Blake. Her bow angrily twitched atop of her head. "You will leave immediately."

"Hey, that's not fair!"

"I am not concerned with being fair," the dark rooster replied. "We will not be accepting visitors now or for the foreseeable future. Especially not thieves."

"We're not thieves!" Yang protested. "We're uh... we're... archaeologists?" she added meekly. A cheesy grin stretched across her face to try and help sell her lie.

Blake and Raven, as one, facepalmed behind her.

Roo Stah Teeh lowered its head down to Yang's level, but if this was meant to comfort her, it did not show. It continued to loom over her. "If you're going to lie to an all-knowing spirit being, you should at least put some effort into it."

"... I-I'm not lying," Yang protested.

"Wait!" Raven said, stepping forward in front of her daughter. "Surely such a wise spirit as yourself should see that knowledge should be free to be shared with the world, shouldn't it?"

The rooster-like head turned sideways. "That is true."

"Then what if we offered you some knowledge of our own, in exchange for a chance to browse yours? Surely that is a fair trade?"

The head turned again, the other way. "Reasonable, I suppose. But what do you have that could be of use to Roo Stah Teeh? He who knows Ten Thousand Things?"

Raven pondered that, then reached into her satchel, drawing out a rolled up scroll and unfurling it to show its contents. "How about this? A copy of our family tree. From our ancestor Fong Bei Long... all the way down to Yang here."

"Ahhh, a good update for our records," the spirit rooster replied, accepting the scroll with a sweep of his magnificent wing. He then looked questioningly at the other girls. They quickly rummaged through their pockets, realizing they also needed to pay an entry fee of sorts.

"A Melody of Flame and Frost," Blake said, holding up the tome in question.

The grave spirit nodded in approval. "Hmmm, most excellent," he intoned, sweeping a great wing over the book and drawing it to his side.

It took Yang a bit longer to come up with something suitable, having no great fondness for books and literature the same as her mother and partner. However, after a moment of thought, face scrunched up, tongue sticking out of her lip, and idea struck her. Instantly she whipped out a copy of the Dust Devil posters she'd been carrying around, presenting it to the great immortal spirit.

He eyed it distastefully.

"... I suppose that counts," lamented Roo Stah Teeh as he accepted the scroll. "Now that that is settled, you may explore... but do not take or damage anything. I _will_ know."

With a great sweep of his wings, the mighty rooster spirit flew out of the room, descending deeper into the library. Yang leaned over the bridge, pulling down her eyelid and sticking out her tongue in the direction he'd gone.

Clapping her hands, Raven got both of their attention. "Come on girls, we're wasting time. Let's find what we're looking for quickly and get out of here."

* * *

Eventually, Ren's astral self was able to locate the appropriae mechanism that allowed them out of the room, though it was a two man operation. He was grateful, therefore, to have Nora's assistance.

The lock itself was complicated, and required the two of them stand in just the correct positions on the floor to trigger a series of panels. Nora's firebending seemed to translate to the style almost naturally, while Ren struggled with it, managing to barely keep up. However, as they reached the end and their fists touched gently (and he politely ignored the 'Boop' sound Nora made) the far door slid open and allowed them entry deeper into the structure.

"What is it...?" asked Nora.

"Some kind of ancient... writing?"

The adjacent room was long and covered in huge stone slabs. Like the outside of the building, it depicted important events with pictures. Unlike outside, however, it had many more, some stretching much further back in history, and it held writing beneath each one with greater detail. Nora couldn't read it, but Ren was able to pierce together a few words here and there thanks to his extensive studies.

"What's it say?" Nora asked excitedly.

"Well this one speaks of... the Dance of the Dragons...?" he said, eyeing the picture above. It looked similar to the performance they'd just put on. "And the next one... I don't know, this word isn't familiar to me. Kemikurage? Hmmm, this one's... the discovery... no it's theft... the Theft of Fire. And here... here..."

He trailed off as beheld the image before him. A great rock hurling through the air, heading straight for a planet, straight for Remnant, for Ren could have not believe it was any other world that would be cause for such concern. And the images continued to show such in uncomfortable detail. And then there were the various symbols for death, doom, disaster, and a lot of other words that began with 'D' and did not end well.

"Ugh... well that looks like a barrel of fun," Nora remarked. She glanced over at Ren, then frowned, noting how much paler he looked.

"Look at this..." Ren said in a trembling tone, running his finger along a line of symbols. Numbers, it seemed. The numerals were much easier to translate than letters, and he quickly did so. "This is the day. According to the old Solar Calendar, that date is... a fortnight from now."

"What? Noooooo..." Nora said, drawing out the word to stress her disbelief. "No. No that's just silly. I mean, come on. You must have the numbers backwards or something. It was probably hundreds of thousands of years ago. I mean, right?"

Ren solemnly shook his head.

"... oh. Oh dear."

"This isn't a historical documentation. It's a prophecy. Merlot's Comet... is coming."

* * *

Earth Empire Recruits Neptune and Sun pursued their quarry for a considerable distance, for once the truck had departed the warehouse, it did not stop until it was well on its way out of town. Technically, the two members of Team SSSN were required to check-in if they left Vale during the course of their duties.

Naturally, neither boy did. This was something big, and they didn't want to miss out on it.

So they followed the truck along the winding roads of the Empire and deep into the swamplands southeast of Vale, in the region where Neptune himself had learned the art of plantbending. Paved roads gradually gave way to dirt roads, and further still to just tracks of dirt, forcing both of the boys to park their motorcycles on the edge of the swamp in a relatively dry region before pursing the truck on foot.

Finally, however, their efforts were rewarded, as it came to a stop in a clearing. More Equalist goons in dark leather suits and masks were already there, along with a great many other trucks. They were struggling with huge barrels, wheeling or rolling them along through the mud around the clearing.

Off in the distance, visibly on the horizon, the great Sacred Tree could be seen. A landmark for the swamp, it was considered holy ground by swampbenders, and the air surrounding it was rich with drifting spirits, which being driven off by the Equalists any time they drew too close.

Sun and Neptune both peeked out from either side of a great cypress tree for a better look.

"Whew, this might be a bit bigger of an operation than we were ready for," Neptune remarked.

His blonde partner shook his head in disagreement. "Nah, nothing we can't handle, it's only about sixty or so of them."

"Let's see what they're doing first," his blue-haired partner suggested.

Creeping closer, both boys paused as one of the Equalist pried open such a barrel to inspect its contents. The vicous green fluid found within left little doubt to its identity: blasting jelly. And they had a lot of it.

"Thank goodness Scarlet isn't here," Sun remarked. "This whole damn place would go... up..."

Eyes widened in horror as his words trailed off, and his thought process immediately jumped to the only logical conclusion it could. "They're going to blow up the tree," Sun realized.

Neptune glanced his way. "Are they insane? That trees sacred! And they've got enough blasting jelly to burn down this whole swampland."

Yet as the two of them continued to watch, the revelation only continued to seem more and more likely. Mercenaries and Equalists were laying the groundwork for a truly colossal explosion, planting enough explosives that they might well be seen from orbit. And the Sacred Tree was at the very center of it.

"You gotta go," Neptune said. Sun glanced at him incredulously. "Get out of here, warn Ironwood."

"Dude, are you nuts? I'm not-!"

Neptune grabbed the collar of his open shirt, yanking him close. His voice was low, but intense. "Listen to me, Sun. You're way faster than I am, you can get a message back to Ironwood and bring the whole Earth Army here to stop these guys. But I can slow them down in the meantime. Trust me. I've got this."

He gave a cocky grin, and his teeth shined so bright they almost seemed to sparkle.

And Sun had to admit, he had a point. If Sun stayed, his use would be limited here in the swamp. But if Neptune came with him, they'd be badly slowed down trying to send the warning to Ironwood. There was only one clear course open to both of them. One going in opposite directions.

The two young men clasped hands tightly.

"Don't you dare die on me, man," Sun made him promise.

"Not a chance," Neptune affirmed.

Nodding, the monkey faunus took another look around and, finding an opening in the waterful eyes of the enemy, took off running, nimbly hopping from tree to branch to root, avoiding the swampy water and muddy ground, and speeding through the swampy foliage back towards their rides and Vale.

With Sun gone, Neptune waded into the water of the swamp, grimacing as he always did with how disgusting it felt. Here in the swamp it was worse than most, full of dirt and mud and bugs and spirits only knew what else. He swore he felt something brush against his leg, and he felt a shudder run up his body. But he had a job to do, and this was it.

At least he'd be able to do it in style.

Thrusting his hands down low, tracing his fingers against the surface of the water. Feeling its power. Feeling its flow. Bending it gently to its will by flowing with it. Neptune felt the water flow through the plants, the vines, the grass, the trees, and called to it. And the vines flowed to him, swarming over him en mass until he was engulfed in them. They continued to do so until a mass of writhing plant-life loomed almost five or six stories tall. His techniques at plantbending had only grown stronger thanks to his instructions at Beacon. A huge, writhing mass of foliage emerged from the soggy swamp waters. It still bore the vague shape of a man, heavyset shoulders and thick arms, sporting a wooden mask that resembled the goggles worn by Neptune.

He'd buy Sun plenty of time with this.

Neptune grinned, snapping his own goggles into place. "Let's get this party started."

* * *

No festival in the Earth Empire capitol of Ba Sing Se was complete without a parade through the Upper Rings with the Emperor Leo Lionheart at the head of the procession. Team CFVY had managed to find a reasonably good vantage point to watch. Just a little ways past the market and into the housing district. A high archway marked the division between the two, and they'd found themselves part of the crowd gathered there, first to see the arrival of Emperor Leo.

He was just arriving now, a resplendent figure in a cut of gold and green cloth, and waving to his subjects as he was carried on a palanquin through the archway. It was led by a pair of badger-moles, driven by earthbenders. People cheered for their ruler, and he seemed genuinely touched by their devotion, waving to them. It could have been an act, but right now, Coco was inclined to believe he truly cared. She brought her hands together in subdued, but polite applause as her teammates cheered beside her. Her teammates were likewise clapping beside her.

The long ears atop of Velvet's head twitched, and she listened to an odd sound, even amongst the cacophany of cheers and cries. Was that... laughter?

Mad laughter, it sounded like it. Not joyous chuckling, not a heartfelt belly laugh. That was the cackle of a madman.

Tilting her long rabbit ear thusly to find the source, Velvet glanced up, finding it located nearly two full stories above her. Someone crouched in the shadows of a nearby building, right on the rooftop. Someone wearing a long brown duster and making circular, swirling motions with their arms. Airbending? It sort of looked like the motions Fox made when he was practicing. Velvet looked more closely, squinting her eyes, but she hadn't quite the keenest of daytime vision compared to hearing, and she couldn't be sure.

She was positive, however, she saw the glint of metal.

This was no enthusiastic fan watching from the rooftop.

It was an assassin.

Eyes wide, Velvet did the only sensible thing she could, hopping down from her perch and quickly moving to alert the entourage that their Emperor was in danger. People were in her way, however, and she had to shove them aside. Alas, a slight girl of seventeen, Velvet wasn't the best equipped for such a process, and as a result she quickly found herself overwhelmed by the sheer size of the crowd. Leaving only one suitable option.

Tensing her legs, she leapt up and _over_ the people in her way, landing in the streets just past the precessions blockade. Glancing up, she spotted the assassin again, and saw that glint in the sunlight again.

"Your majesty!"

Uncorking her waterskin, Velvet threw a long water whip up into the air. So shocked was both Leo and his guards that they barely had time to react before the water brushed past his face, nearly knocking off his golden crown. And in doing so, managing to catch mere inches away a sharp metal spike that had been speeding towards his head.

The sight of which brought the guards up short, those who had been moving to intercept _Velvet_ as a potential assassin.

"He's up on the roof!"

Another sharp spike came speeding through the air, but this time Leo's defenders were ready, and a huge wall of earth erupted from the ground by his palanquin, blocking the attack. And the two subsequent ones that tried to break through it. People were screaming now, and panicking, and running in a multitude of directions. Fighting their way through the chaos, Team CFVY quickly converged on their waterbender, with Coco and Fox backing her up if someone tried to get too close, pushing civilians and soldiers alike out of the way if they tried to get Velvet any trouble.

"What the heck is going on?" Coco asked, kicking a rowdy crowd-goer away, not even bothering to waste her bending on him.

"Assassin," Velvet explained quickly. "On the roof. I have to go after him. Yatsuhashi, I need a boost!"

He nodded, cupping his hands in front of him. Trusting him implicitly, she stepped into his hands and left the earth behind as he tossed her high into the air. Her natural jumping ability coupled with his upper body strength sent her nearly three stories up, landing on the rooftop in front of the would-be killer, who skidded to a halt as she blocked his escape.

Up closer, she made out his features more easily, a long-faced man with yellow eyes and a wicked grin on his face. His dark hair was done in a ponytail, and he was indeed wearing some sort of leather duster on his shoulders. Several sharp metal spikes hung from his belt, clinking against his leg as he moved. No doubt he propelled them through the air with airbending, making him some sort of sniper combatant.

Velvet felt a quiver of fear run down her spine as the assassin turned on her, but she angrily stomped it down. She was a bender of Beacon, and she'd show this goon a thing or two.

* * *

Quietly excusing himself, Whitley slipped out of the chamber, ignoring the raised voices coming from within. Oh, Weiss was quite the hot head for such an Ice Princess sometimes. She was really letting the Elders know exactly what she thought of their plan to placate the spirits by abandoning the Avatar.

Though Whitley wasn't quite sure some of the things she was suggesting were even anatomically possible.

Smirking, he drifted across down the hallways of the Water Palace to the throne room, finding his father there, as he always did. He looked to be deep in meditation, sitting comfortably on his throne of ice. His eyes were closed, his back straight, his shoulders squared. Every inch the proper ruler he should be. And his ever dutiful son, Whitley, made his way before him to deliver the good news.

It didn't take long for Jacques' eyes to re-open. When they did, Whitley dropped to one knee reverently.

"It is done father," he reported.

"Any your sisters are none the wiser?" Jacques inquired.

Whitley nodded, his expression perfectly serene. "Winter is furious but without direct orders from Ironwood has no choice but to follow your commands. Weiss was likewise upset, but I've managed to bog her and the Avatars friend down with the Council of Elders. They won't make any headway for at least a few days."

"More than enough time," Jacques remarked. "You've done well, my boy. It is comforting to know at least one of my children knows their place in the world."

Whitley bowed his head low before his father, who was wearing a rare smile. A cruel, vicious smile, but a smile none the less.

Everything was going according to their design.

And Salem's.

* * *

Faster than the wind Ruby ran, augmenting herself with airbending, speeding across Spirit World terrain until at last she reached a broken, frozen wasteland of chilling cold winds and dark crystals. Some nearly as large as the young Avatar, erupting out of the ground at odd angles, some reaching high into the sky. A passage opened up between a pair of them, leading deeper into the darkness, and Ruby pressed forward.

The dark crystals opened up into an open field of fine black sand. And there, in the very midst of it...

"SALEM!"

The witch's head snapped up, surprise playing briefly across her cold, waxen features.

"... you're early, Avatar."

The black-cloaked woman stood before a sphere of orange energy, ascending into the sky. It did not take a genius to recognize this was the other Spirit Portal of which Monty had spoken, the twin to the one in the North Pole of her realm. And it was almost open, Salem seemed to be on the verge of completing her work even as Ruby launched herself at her. If she could touch the orb of spirit energy, she might be able to disrupt it...

Ruby reached to touch it, fingers grasping... mere inches away...

... and then she flew backwards as the whole thing erupted skywards, a plume of bright orange energy flowing towards the sky. Just like pillar of light back in the South Pole had done before she'd passed through. It's meaning was obvious.

Ruby had failed. The second portal was now open.

And with it open, the resultant flow of energy was sufficient to manifest in the form of Zoa. A great, billowing shadow seemed to appear in the skies above, and booming laughter filled the air as red lines drew across this shadow. The same markings Oum bore, but inversely colored. The darkness to his light. The enemy of life and hope and all that was good in the world.

Climbing to her feet, Ruby reached out a hand, trying vainly to stop what she knew now could not be stopped. But she was helpless to do anything but watch as the shadowy Spirit of Darkness flew overhead then came speeding downwards. Below, Salem threw open her arms, welcoming its power as it engulfed her, then flowed within.

For a moment, all was silent, and Ruby found she could not breathe...

... then Salem's eyes re-opened, and they glowed like hot coals.

She'd done it. She'd become a Dark Avatar.

Raising up her hands, she reached through the portal to the realm parallel, drawing forth a stream of water from the Southern Pole. Volumes and volumes of it, far more than she should have, by any rights, been able to conjure and control. Glynda Goodwitch would be hard pressed to duplicate such a feat, and Salem made it look positively effortless.

The water swung around in a wide arc, and Ruby threw up her arms too late to counter it fully, though she dissipated the water enough with her own inherent waterbending to at least cushion the blow. It still sent her staggering. A subsequent blow hit her from the other side, and she spun on her heel and kicked upwards, trying to gain some altitude for an airbending slice. Her attacks missed Salem as the new Dark Avatar neatly side-stepped, then countered with another move, freezing the ground beneath Ruby and sending her tumbling when at last she had to come back down to the ground.

Falling flat on her bottom, Ruby was left momentarily stunned, as Salem drew up another swell, intending this to be a finishing blow.

"This is the end of your era, Avatar Ruby. Now... PERISH!" she called out, swinging her hands down.

Digging in her feet, Ruby prepared to counter the torrential downpour... when suddenly the need vanished. A blast of fire intercepted the water, dissipating it into steam. When the steam cleared, it revealed a new figure in the clearing. Salem's red eyes widened, then narrowed dangerously.

"Whoa, whoa, whoa, this is way too soon to end the story... and a terrible ending at that. Where's your sense of drama?"

"You," she hissed.

Adjusting his glasses, Monty gave a devil may care grin. "Saaaalem. Looking good. Have you put on weight?"

She frowned, her gaze positively murderous.

"Get out of here, kid," Monty called over his shoulder to Ruby. "Too late for you to do anything here, the real battle's going to have to take place in the material plane. Go get your team and when Salem gets out, give her hell for me."

"'kay," Ruby replied, eagerly throwing down an air scooter and speeding away towards the other Spirit Portal.

Monty grimaced as the distance between them increased. He wasn't real, after all, not strictly speaking. He was Ruby, and she was he. Here, in the Spirit Realm, they could meet as separate people, but it was like trying to focus your mind on two different things. And it was getting harder the further away she got. Still, he had enough fire in him to slow down Salem, and that's exactly what he intended to do.

Throwing himself forward, Monty filled his hands with flames, the light reflecting off his sunglasses as he threw himself through the air at Salem. The Dark Avatar Witch conjured up a wall of ice between them, glaring at him with crimson gaze.

In no uncertain terms, their expressions said the same thing:

Bring it.

* * *

 **Authors Notes:  
** I can't believe I managed to find a way to slip even _Merlot_ into this story. For those unfamiliar with the name, he's the primary antagonist of the RWBY game, Grimm Eclipse. It's super fun, especially now that you can play as JNPR as well as RWBY.


	20. Crashing Tides

It was like looking for a needle in a stack of needles. In a _field_ of needles.

Scouting the library, even Yang had to admit, it was quite the extensive collection of knowledge one could ever hope to find in this world. But she'd quickly become bored combing through tome after tome of ancient knowledge, most of which was useless. Unlike her sister or her teammate, she wasn't a reader by nature. Oh, she wasn't an illiterate idiot, she knew how to read just fine, she just vastly preferred other things to doing so.

"Honestly, who writes about this stuff?" she garoused, tossing a book aside. "Agricultural Revolutions? Seven Ways to Prepare Jasmine Tea? Lion-Turtles: Myth and Legends?! Who organizes this junk?"

She almost threw the last book, but remembering Roo Stah Teeh, decided to add it to the pile beside her as neatly as she could. She wasn't entirely sure where it went on the shelves but, surely an immortal spirit wouldn't mind a few misplaced books... right?

"Any luck from you two?" she called out.

"Nothing!" Raven called out, several stories up, perched on a ladder.

"You know it would help if we knew what we were looking for!" Yang reminded her, hands on her hips.

"I told you all you need to know, dear," Raven replied, not even looking up from her own search. "It's a story... but we're searching for a tome by an ancient member of the White Lotus. His name or his mark will be somewhere on the tome."

Further down the row but on the ground floor, Blake just shook her head. She wasn't having much luck either, though she felt she was getting closer. Her love of literature and reading was enabling her to figure out the Libraries somewhat outdated filing system, and she felt optimistic as she stepped over two rows and to the second shelf, fingers brushing against the tomes... before selecting one and drawing it out.

The tome was made of some sort of dark leather, and very old. Not very thick either, it couldn't have been more than a dozen pages. It creaked as she gingerly opened it, mindful of the delicate yellowed paper. It was written in an ancient language, but she'd seen enough by now to puzzle out a few words. Most prominently, the name of the author. Which matched what Raven had told them.

"This is it..." she breathed. She quickly raised her voice to call out to the others. "I think I found it!"

Raven dropped down the ladder as quick as she could, quickly closing the distance between the two of them. The Kyoshi Warrior flipped through pages, running her fingers across the letters as she worked out their meaning.

"It's a prophecy..." Blake clarified.

"The story," Raven realized. "Quickly, what does it say?"

"I need a minute to translate," Blake replied, annoyed. She shoved a book over towards the older woman. "Help me read and we'll find out faster."

Yang joined them a short while later. By then, Blake had managed to work out a rough translation and was reading it aloud for the benefit of both the others.

"Stars and Planets align. Light in the North, Darkness in the South. Two become as One. Many become as One. The Skies will Burn, the Seas will Boil, and the Great Grimm will Rise. Diamond Shatters. Diamond... I'm not sure I'm translating this word right, it looks like... fixed?"

"Re-forged," Raven provided. "Go on."

"... re-forged, right. And then something about the four elements and a new era. And then Four is Five. But what's it mean?"

"Well we know that last bit," Yang said. "Beacon's motto, it's why we train in four man elemental teams. We're stronger together."

"But the rest..."

The rest was downright puzzling, and despite their newfound knowledge, none of them could quite puzzle out the meaning. Theories were suggested, just as quickly shot down, but in the end, they simply didn't know enough. Until Yang spotted something in one of the translation texts. Pushing aside the book half-covering it, she examined the symbols more closely, glancing up at the prophecy.

"Its not diamond," Yang said, double-checking her work. "It says gemstone... the _gemstone_ will shatter and be re-forged."

"More like gem than gemstone," Raven added, examining the same book. "But it's translated oddly."

"Gem?" Blake came to a sudden realization.

"I think it's a colored gem... oh, look, there it is... the color is red. Red gem."

She and Yang shared a look and, with it, instant understanding.

"Ruby," they said as one.

* * *

If she was being honest with herself, Velvet was feeling more than a little intimidating. Sure, she was an above average waterbender according to her test scores, and a second year at Beacon, but this was a trained assassin. She wasn't quite sure how their abilities would stack up against one another.

But then Coco was by her side, adjusting her stance and her stylish sunglasses as she peered at the airbender assassin. The rest of their team landed on the rooftop behind the dark-haired man, cutting off his escape.

"You just ruined our day out, tough guy... now we're gonna ruin yours. Any last words?" Coco asked, cracking her knuckles.

"Hmmm... I'll think of something of clever," he replied non-challantly, before suddenly springing into action, laughing maniacally.

His first strike was so fast it ducked underneath Coco's first burst, slamming his fist into her gut and knocked her to her knees, gasping for breath. He likewise was quick to dodge the water whip that Velvet sent his way, turning his head back and falling back onto his hands, flipping backwards with a casual ease.

"Going to have to do better than, dearies. My Queen didn't send a second rate assassin for this job. No, I am Tyrian, the greatest...!"

He was cut off as the stone roof tiles slid out from underneath him, and he was skidding along towards Yatsuhashi, who stomped down hard as near came in close. The assassin rolled out of the way before Yatsuhahi's boot crushed him underneath.

"You talk too much," the bigger boy said, clenching his hands into fists.

Coco, having recovered her breath, made a signal with her hands. A prepared one that all members of Team CFVY memorized. Two fingers came up, then split into a V. Hit him from both sides. Fox and Velvet nodded.

Their leader threw up a flaming fist at the assassin's left. Fox aimed a wind palm at his right. The cackling madman blocked both, scattering the elements harmlessly. But he left his back open to attack as Yatsuhashi brought down a heavy rock towards his head, intend to knock him unconscious.

It shattered seconds before it could hit his head, knocked out of the air by... a long, segmented tail... emerging from the small of Tyrian's back.

Tyrian was a faunus. A scorpion faunus, by the looks of it.

He grinned even wider. "Surprise!"

Tail lashing out with dangerous speed, Tyrian knocked Fox into Coco and sent both tumbling to the ground, then neatly rolled over the next rock hurled his way by Yatsuhashi. In seconds he was right up in the large boy's face, pounding away at his midsection with air-enhanced blows, raining them down with intense, lethal precision. Velvet threw a water whip around Tyrian's ankle, yanking him back, but he rolled with the move as if he'd planned it and dropped back down onto his feet, tail lashing in the air.

The poisonous tip narrowly missed Fox's face as he batted the limb aside at the last minute with a palm strike, but he was unprepared for the air fist that struck him in the gut and sent him tumbling. Tyrian followed up with a roll and flip that left some wondering if he even had bones, so flexibly did he move. The movement landed him behind Velvet, grabbing her waterskin with one hand and slamming his hip into hers, knocking her to the ground as he threw the container into a nearby alleyway.

"Ooops, butterfingers," he chuckled. "Got anything else, little bunny?"

"Team Coffee!" Coco called out. "Hit him with the Tsunami!"

A team attack they'd worked on vigorously in the beginning of their second year, it played on the strengths of Velvet at times when others might think her helpless, such as now. Nothing could be further from the truth.

She wasn't the only one who was carrying waterskins.

Coco, Fox, and Yatsuhashi all reached under their respective shirts, tunics, and vests, popped the corks on the waterskins there and tossed them at Velvet's feet. The water surged around her as her long ears stood upright and her eyes narrowed dangerously. Perhaps sensing exactly what sort of trouble he'd stepped into, Tyrian vaulted himself back, but a water whip snapped out, grabbing his ankle and yanking him right back into the fight.

Tyrian ducked and dodged, knocking aside blows with legs and arms and tail in equal abundance, but Velvet pressed the attack. If he had five limbs he could use with equal precision and dexterity, she had eight, ten, twelve, and MORE besides with her advanced waterbending techniques. A small flood of watery tentacles slapped aside his limbs and then knocked Tyrian, first up, then down, then to the side, then end over end to come crashing down into the streets below.

She threw down a splash of water to freeze him to the floor and pin him for good measure, leaving his head uncovered so he wouldn't suffocate.

Sadly, she lacked the precision to cover his mouth without covering his nose, or else she might've done so simply to shut him up.

"Everything is going to be destroyed! She has commanded such. Her reign will last ten thousand years, oh my glorious Dark Queen!" Earthbender guards loyal to the Emperor were already converging on them, taking over and shackling the mad faunus as they led him away. "Beacon will only be the first light snuffed out," he promised, still cackling. "The Empire is doomed! Everything will fall... darkness will consume the world...!"

He was still laughing like a maniac when he was dragged away.

* * *

The night seemed to pass with a quiet sort of dread, both Pyrrha and Jaune unsure of what tomorrow would bring. But by the time the light began to lighten the gray skies and bring forth the dawn, the unease they'd been feeling had passed. It helped they had left the Nikos estate and were again wandering the town, well removed from the watchful eye of Pyrrha's father.

Jaune would never say so aloud, but he was starting to think the man was positively cloudy compared to his daughter's ray of sunshine. She shined whenever she was out and about, but whenever he was around she seemed... dimmer.

So he'd asked to see more of the town and hinted he needed a capable guide. Pyrrha had given that knowing smirk that she knew exactly what he was trying to do, but humored him, and before long the two of them were out in the market again. Not really buying anything, just... window shopping.

One shop caught his eye, and Jaune paused, glancing at some long red dresses on display in the window. Not for himself, of course (though he thought he had the figure to pull off at least a few of them) but for someone who'd fill them much... much better...

His mouth parted to speak when he paused, spotting the people starting to move around him. And something on the horizon. Something dark. Pyrrha saw it too, pointing it out.

"Smoke..."

"... and where there's smoke..."

"... there's fire," they said in unison. In mere moments they were in motion, running down into the streets of down town, heading for the source of the rising clouds of billowing blackness. To Jaune's concern, he soon realized their source. Getting closer only confirmed it. The refinery was the one on fire, and it looked like it had seen worse as well. Whole walls had crumbled away into ruin, as if struck by a great force. Explosions, or else the impact by great force. Not a simple run of the mill accident. An attack.

Pyrrha's father was already there, along with a crowd of others gathered at the gated fence. None had yet made it inside as the two students of Beacon jogged up to the entryway.

"Father, what are you doing here? What happened here?"

"I warned you the spirits would be angry," he said, leaning heavily on his cane, his breath heavy and labored. Likely, he'd been running. "I warned all of you. This is our penance for allowing this monstrosity on our land, poisoning it and our people alike."

Something about his words rang hollow to Jaune, and the waterbender boy stepped past a nearby gawker for a closer look at the refinery grounds. True, it was desolate and devoid of nature, but it didn't seem unduly poisoned or ruined. And there wasn't a sign of the Dark Spirits, who tended to lack subtlety in favor of raw destructive power. In fact, Jaune couldn't even feel a hint of evil spirituality in the air. He wasn't as sensitive as a monk, but he was reasonably confident of what he felt.

"This wasn't the work of dark spirits..." Jaune said slowly.

His gaze trailed along the destruction... then paused as he did notice something out of place. The one person who'd gotten here before he or Pyrrha had even arrived, who had no reason or business being anywhere near the refinery. And someone who certainly couldn't move as quickly as he could with a lame leg.

Hazel Nikos.

"It was you! YOU did this!" Jaune said, finger trembling as he pointed at Hazel.

People recoiled away instinctively from the mountain of a man. For his part, Pyrrha's father at least had the dignity not to try to escape with a lie or a half-truth. He simply owned up to what he had done with a simple "it had to be done."

"There are people still in there!" Pyrrha yelled at him, aghast at his actions.

"There's nothing you can do about that now," he replied, brushing off her concerns. "They'll never make it out alive at this rate."

"Oh the hell they won't!" Jaune shouted, manuvering around the enormous Hazel Nikos and bolting for the fence. In mere moments, he was climbing over it, though he tumbled from the top onto the other side.

Pyrrha was quick to follow her partner, but a huge hand came around and grabbed her wrist before she could get too far.

"Let go of me!" she shouted, yanking her hand free easily. "I'm going to help!"

He made another move to grab her, but by that time Pyrrha was already in motion, sprinting across the yard towards the same door as Jaune. Bless his heart, the water tribe boy was trying to pry the door open with a makeshift crowbar, and evidently not making much progress. Pyrrha stomped her foot and applied her conisderable power to his, widening the doors, shoving one open and warping the metal when it was not as wide as she liked. It must have been jammed on the other side.

"I loosened it for you," Jaune said with just a hint of sarcasm, dropping his crowbar.

It warmed Pyrrha's heart all the same. "Of course you did."

The two of them swiftly made their way inside. The walls creaked ominously, and smoke was thick, but the were some still clearer spots. Before they made much progress they were already being swarmed by some workers, making their way to the newly torn open exit.

"Okay, yeah, this way, go go!" Jaune said, ushering them out, staying near the exit.

"There's some more workers inside!" reported an older man, probably the foreman. "We have rescue workers getting them out on the east end but the west end is partially buried in the hill. It'll take them too long."

Pyrrha laid her hand on his shoulder. "We'll find them."

Inside was blinding, so much smoke and darkness it was difficult to tell where one ended and the other began. Pyrrha wished she had time to ventilate a few more holes in the walls and allow in sunlight and fresh air, but as it was, the whole building was unstable. She didn't have the time to be delicate.

Fortunately, part of learning to bend earth was learning to feel it. Metal was no different. After a few moments of concentration, Pyrrha felt the distant pounding of trapped people, finding them in another room that was blocked by a fallen metal column. Thrusting forth her hands, the redheaded earthbender rocked her shoulders and swung her fists out wide. The metal followed her command, rocking sideways as if it was lighter than air, smashing into a far wall. The passage now open, the workers on the other side were free. But the whole refinery was starting to collapse, and Pyrrha threw up a hand to deflect a falling beam from crushing them (or her), knocking it out of the air.

"Get them out! Get them out!"

"Go! Go!" Jaune called, ushering them out towards the main entrance. "That way, move it!"

There was another shudder overhead, and some of the stone walls began to crack and splinter ominously. Pyrrha stomped her foot and threw up her hands, pressing her palms together, forcing the rocks to re-merge and maintain their shape. At this point she was plugging up a leaking ship but it was slowing the destruction enough that they would get the other workers out. The factory could be rebuilt.

Lost lives couldn't be replaced so easily.

* * *

With the information they'd gathered of Merlot's Comet coming to the world, Ren and Nora decided they had only one reasonable course they could take: getting back to Beacon as quick as possible. They had to inform Headmistress Goodwitch, and possibly Fire Sage Port, and everybody else, as quickly as they could regarding this new, terrible, dire news. If nothing came of it, all the better, but if it was truly a prophecy of things to come...

... things were looking dire indeed.

Fortunately, Ren's ability to project himself through solid walls enabled them to circumvent a number of additional traps and pitfalls, finding their way to the mechanism that opened up the doors. They were stepping into the main hall, heading towards the doorway, when they spotted a figure standing there, waiting for them.

A familiar someone.

Wearing pink.

Neopolitan gave them a cheerful smile and dipped her head to them politely, parasol resting across her shoulders.

"Her again!"

Ren's hand snapped out in time, grabbing Nora's shoulder before she could launch herself into another attack. He swiftly stepped forward and brought his arm down in a sweeping strike, blowing out the fire of her strike in mid-attack, even as Nora bent it. The flames dispersed downwards harmlessly, leaving Neo unharmed, still smiling at the Valkyrie's fist mere inches from her face.

"What are you doing?!"

"She's not our enemy!"

Bright blue eyes blinked.

"... I'm sorry, what?"

Her airbender companion lowered his hands. "She's not our enemy, Nora. She hasn't attacked us once since we got here, despite having ample opportunity. I'm guessing she's been shadowing us for days."

The pink-haired girl nodded. Nora recoiled, hands at the sides of her head, reeling from the revelation.

"How...? What...? Wait, does this mean...? Are you working with her?! No that's crazy, you wouldn't..." in her haste and her confusion, Nora reached out a hand to steady herself, leaning against a nearby wall...

... and an indent which slid inwards...

A block from the ceiling came descending downwards suddenly as it was dropped from high above, and in mere minutes it would have flattened Nora underneath like a pancake. Unable to escape in time, she threw up her arms in a vain attempt to shield her head.

A pink umbrella, folded closed, shot forward, and the hooked handle looped itself in Nora's belt. Without warning, Neo pulled on the other end with all of her might, yanking the firebender clear mere moments before she was crushed. Unable to halt herself, the red-haired girl spun on her heel, arms pinwheeling to regain her balance, and all but fell right into Ren's arms as he intercepted her, sending both of them crashing to the ground. A cloud of dust kicked up from the dropping block of stone, and for a moment, all was obscured before Ren blew a gust of wind about the room to disperse the dust.

"Nora... are you okay?"

"I... I think so," she replied, shaken but unhurt.

Ren breathed a sigh of relief, glancing over at the chi-blocker who'd just saved Nora.

"I guess this makes us even, hmm?"

Neopolitan smiled crookedly, nodding in firm agreement.

"Uhm, someone care to clue me in on WHAT THE HECK IS GOING ON?!" Nora demanded angrily. "I mean, didn't she come here to seek revenge on you or something?"

Sighing, Ren placed a hand on her shoulder, instantly calming her. "Nora, she isn't here to try and kill me. Isn't that right?"

A bob of the multicolored head agreed with him, apparently.

"Then... why...?"

"Because I saved her life..."

* * *

Ruby's escape was unfortunate but not an insurmountable danger, so far as Salem was concerned. Now that she had the power of Zoa coursing through her dark veins, she was on even footing with the puny little Avatar of Light. In due time, she'd be destroyed.

But the next step in her plans was already underway, so she spared the daughter of Summer Rose no further thought. Instead, she focused all her will on the Northern Spirit Portal, slipping through it and back into the mortal realm.

Here, she felt unease twinge throughout her body, making it seem like it rippled in the breeze. Only Zoa's power and Salem's iron tight will kept herself together. Something else she would attend to in due time.

She wasted no time in making her way to the Northern Water Tribe Palace, her haste great. The little Ruby would wander the Spirit Realm lost for a while, but it would not take her long to also make her way here. By the time she arrived, Salem intended to be on her way.

She was greeted in the throne room by the Chieften. Jacques Schnee even broke his regular custom and actually stood in the presence of Salem, bowing to her politely as she entered his domain.

"Salem. So you've come."

"Did you suspect I wouldn't, dear Jacques?" she inquired, her voice soothingly calm, if icy cold.

"I did not trust myself to hope..." he replied evenly. "Still, now that you are here, our bargain. I've done my part and had the Avatar delivered unto you, practically on a silver platter. And now..."

"And now... your wife," the Dark Avatar purred. "Where is the body of the late Winona Schnee?"

Jacques bowed his head, feeling pressed down by the malevolence of his new business partner. Even so, if Salem could deliver what she'd promised, something no amount of prestige, wealth, or political influence could do in the mortal realm... he was willing to pay the price.

The three of them retreated to the gardens of the Water Palace, where sculptures of ice dotted the frozen grounds, covered in snow. The guards were all gone, Jacques had sent them home early tonight. Much as he thought he could control their loyalty, he did not want to test it with having them witness what was to come. Nor would Winter or Weiss approve. Despite all he had done to educate them and guide them they'd been... tainted by others. Like Ironwood. Like Glynda. No, Whitley alone was the only one of his family who could truly appreciate what was happening tonight.

Stormclouds were gathering overhead, and a cold wind was rising, as Salem stepped forward. She did not need the chieftan to guide her, she could sense the body. Buried beneath a statue of blue marble in her own likeness. With a simple inscription:

' _Gone but not Forgotten_.'

"How quaint," Salem murmured.

Jacques slipped by her side, bowing his head at the effigy of his departed wife. "All is prepared as you instructed," he explained, indicating the candles already lit around the memorial, as well as the lines of powdered silver in the ground beneath the snow. In truth, Salem did not need such trappings for what was to come next, it was as easy as breathing... but she'd insisted upon the trappings anyway. She'd wanted to see just how deeply devoted Jacques was.

And how gullible.

"Well then, I'd best get started..." she purred.

"WHAT IS GOING ON HERE?!"

The shrill cry cut through the air easier than a knife through water, and Whitley and Jacques both looked back to see a furious vision of white and pale blue standing by the entryway to the garden. Weiss Schnee, middle child of the royal family, who looked positively paler than a ghost.

Salem ignored her, focused wholly on her work.

Recovering quickly, Jacques barked orders, as he was accustomed to doing. "Weiss, this is not meant for you! Go! NOW!"

"Father, what is going on here?!" Weiss demanded, marching forward through the snow, utterly ignoring him.

"Whitley, hold her!"

Her younger brother uncorked a waterskin hidden under the sleeve of his robe and threw out a water whip. But while well-trained by only the best private tutors the North could offer, Whitley was predictable. Weiss saw his attack coming a mile off, smoothly ducked under it, spinning on her heel and swirling the water around her to strike him back, knocking him off his feet.

"Young lady!"

"Don't you young lady me!" she snapped. And then snapped again, with a water whip. The force of it was enough to knock Jacques off his feet, stunned as much from the blow as by the revelation that his own child had willingly _attacked_ him.

But it didn't matter. Salem had reached her objective. Her eyes blazed like red coals as she threw back her head and cackled.

There was a flash. Not of light, but some sort of negative aura, like a burst of blackness. When it faded and all could see again, Salem had vanished... and the Schnee family members were left behind to behold a rotten corpse climbing its way out of the ground. The tattered remains of a black dress and pearl necklace the only indication it had once been the body of Winona Schnee, beloved wife and mother.

As they watched, however, a horrible substance of black and white began to emerge from the hollowed bones, molding over them, giving shape into hair and skin and teeth. Arms drawn by newly grown muscles raised up as the head was swept back. For a moment, it seemed as if life was returning to Winona Schnee. But as they watched, black veins erupted along her neck and wrists, and her black dress grew fuller and thicker as it manifested out of the shadows, until it became a fur-lined robe of dark purple. Worst of all, the whites of her eyes were subsumed in darkness, the blue drowning in a sea of it... before a pale of crimson lights sparked within, and she drew a deep breath.

For the first time in fifteen years, Salem breathed in the night air.

Whole and alive once more.

* * *

 **Authors Notes:  
** A prophecy that just about any of YOU could've predicted, but that's not the point of the story, the point was to get Yang, Blake, and Raven together for a chance to bond. Time will tell how that bond has affected them.

Oh no, surprise, Hazel is a bad guy. I'm trying to paint him in a vaguely sympathetic light, especially given his thus far non-antagonistic appearances in RWBY, but he's still up to no good. I decided to have his involvement with Salem, if any, ambiguous. As with Watts and Tyrian, the idea is they could be serving her (as witless pawns or loyal servants) or they could simply be pursuing their own agendas. In the end, it doesn't matter, they provide conflict in other parts of the world to keep things fresh for our two man teams.

The explanation behind Ren and Neo's encounter will be detailed to come, along with an explanation as to why it evolved as it did into what it's become, narrative-wise.

Really should have seen that betrayal coming, eh Jacques? I mean really. Granted I think I'm stretching the rules of spirits-humans-Avatars, but its for the sake of the story, and really its Harmonic Convergence so the rules tend to be pretty flimsy right now anyway.

Also, I feel fans of Avatar should know my opinions on Turf, the latest comic, now of the Korra Era. Loving it. It tells the tale the show was too cautious to, and it is beautiful to behold. Also sets up quite the interesting story to follow, with this new villain, and a Turf War erupting between more than just Triad Gangs...


	21. No More

It was quite a thing, to feel alive.

Particularly after having spent such time on the other side. Salem marvelled at the simplicity of drawing breath, of flexing her fingers, admiring her dark nails as she felt the blood coursing through her digits and limbs. She was alive. And she had power. The combination of the two feelings was positively intoxicating.

But even that paled to the enjoyment she felt gazing up on the Schnee family members who stood in the gardens with her. Shock and outrage. Awe and horror. Betrayal. These emotions played out across their slack jawed faces, as her lips tilted upwards into a most unnatural smile.

"Well, time I was on my way... it has been a pleasure, dear Jack," she said with a soft dip of her head. Then, without further preamble, turned to leave.

It was this blatant lack of respect that seemed to jostle the Water Chieftan out of his stupor, finally galvanizing him into a semblence of action.

"Salem!"

She stepped up to the archway leading out of the garden, sparing not a glance back his way. With a casual grace she held up a hand and drew it down, causing the wall opposite the garden to melt into so much watery slush. It cleared her a path out of the Palace and into the street, beside a waterway that lead more or less towards the center of the Northern Water Tribe.

Determinly dogging her steps, Jacques attempted to stop her with his words. "You... you said you would restore my wife!"

"And so I have," Salem replied with a gentle shrug of her shoulders. "As a spirit not bound by a mortal shell, I required a new one to ensure my stay in the realm. In truth, I could have used any corpse, though of course I do prefer one with natural water bending abilities... and then you went and made this one... convenient."

Incesed beyond all measure, spluttering in outright rage, Jacques threw a water whip at Salem, funneling his power into the water. She casually battered it aside like it was a spider-fly, sending the water splashing down onto some frozen lilies. Jacques physically recoiled from her, suddenly aware of just how outmatched he was. It wasn't even just the difference in raw power between them, he had never been in a real fight before. Always the Water Tribe Chieftan relied on intimidation and politics to destroy his enemies. Failing that, an absurd amount of coin. Actually fighting, actually waterbending, was beyond him.

"We had a deal, you witch!"

She barely spared him a glance. "And you... believed it."

Without another word she took off on a swell of water, riding a wave that carried her down the river way and out of the city. Within minutes she was in the harbor, and the wave she rode was growing steadily in size the further from shore it got. It carried the Dark Avatar southwards, away from the Northern Water Tribe. Within minutes she was out of sight. Jacques could only watch impotently as he sunk to his knees. For once, all of his power, his prestige, his money, his influence... none of it meant a damn.

He had, and was, little more than nothing.

Weiss glared at his back, wanting to hate him, but found herself feeling only a profound pity as she stalked back towards the Palace. Not to pick up Water Tribe soldiers and guards and go after that evil lunatic, but to find Penny. She needed to get back to Beacon, and promptly. And before that, she needed to get Ruby.

They'd storm the damned Spirit Oasis if that was what it took.

But she stopped as she beheld the third member of their family still standing there, gaping like a fish out of water. Whitley hadn't even budged from his spot after Salem's revival, unable to quite process what he had just witnessed. Even so, seeing Weiss approaching, and on the warpath, he quickly did his best to slap on a believable smile. It fell flat, not least of which because she was not in the mood for falsehoods and platitudes right now.

"D-dear, sister, w-what are you...?"

"Don't bother with the act anymore, Whitley," she spat, unable to believe she'd fallen for his false sycophantism. "Salem just betrayed dad. Which I'm guessing by association means she just betrayed you too."

"Salem, you say? What're you-?"

He was really trying, but she saw through it like thin glass. "Don't bother denying it, little brother. I saw it."

Whitley shook his head, unable to believe what he was hearing. But he couldn't deny what she'd seen with her own eyes. "She betrayed us... how could she betray us... how... who... who does... who does she think she is?" he exclaimed, seizing onto the only emotion he recognized. Indignation. Affront that the Schnee royal family name had been disrespected.

Weiss frowned, and a second later her hand came whipping around faster than the eye could follow. Whitley's head snapped back from the force of the slap, which cut off his tirade mid-rant. The force of the blow knocked him back, until he fell against a stone bench. He narrowly missed the seat, clinging to the back as he slumped onto his backside in front of it.

"Get a grip, Whitley," she said, her voice cold as ice. Indeed, he felt as if his very _soul_ had just caught frostbite. "You backed the wrong ostritch-horse. And now you're up against an opponent you can't bully, bribe or beat. Now I don't know about you, but I intend to fight. So I'm getting my friend, the Avatar, back. And if you're half as smart as you think you are you'll keep out of my way."

Then, without another word, turned on her heel and marched off. It was long past time to find Ruby, and get back to Beacon. Glynda would know what to do about all this.

She hoped.

* * *

Smoke continued to billow out of the refinery as the metal machinery creaked ominously, putting Pyrrha's nerves on edge. But she started to relax as the last batch of workers were on their way out. Apart from being shook up, they seemed more or less alright.

"That's almost everyone!" Jaune called out, assuring Pyrrha she was nearly done.

She favored him with a smile, allowing her attention to waver for a critical second.

Suddenly there was a crack in the stone, and one of the boilers tilted askew, its foundation lost. Gravity, ever a harsh mistress, ascerted its claim on the toppling force of metal, sending it crashing down towards Pyrrha Nikos. She swiftly threw up her arms, seizing it with her metalbending to halt its descent. However, her mastery of metal could do nothing to protect her as one of its loose panels burst, and a spray of white hot steam erupted in her face. Pyrrah screamed, grabbing at her face, as Jaune vaulted himself through the air. Her grip on the boiler lost, it continued to fall as he knocking her out of the way seconds before the boiler slammed down where they'd been, missing the pair of them by scant inches.

"Pyrrha! Pyrrha, hang on!" he shouted, as she screamed in an uncomfortably high-pitched, animal like frenzy, clutching her hands to her face. Swiftly Jaune un-corked his waterskin and threw all of its contents over her head, sealing it around her and infusing it with the energy of healing, just as he'd practiced. It glowed with a soft eldritch light, and gently Jaune reached up and drew down Pyrrha's hands as the healing water worked to restore her face. She held her breath as the pain subsided, trusting him instinctively.

The damage to her features was minimal, though the skin was uncomfortably pinkish, it would soon be restored to its natural healthy luster. However, of greater concern was her eyes. Some sort of damage had occurred to her eyes. Her pupils had vanished, leaving only the emerald irises surrounded by a white schlera. And she was looking uncomfortably around in every direction except at Jaune, unable to focus on his face.

Before she drowned, he quickly withdrew his water and slid it back into his waterskin, then lead over, resting a hand against her forehead gently.

"Pyrrha? Pyrrha are you alright?"

"Jaune? Jaune?!" she asked, blinking rapidly. "What happened, did the lights go out?"

He swallowed nervously, glancing over at the still lit lanterns on the walls. Even the heavy smoke couldn't completely obscure the light of those. "Yeah, it's me... Pyrrha, how many fingers am I holding up?"

She blinked again, and then it was her turn to swallow nervously. "I... I don't know... what's wrong with the lights? Where are the lights?!"

The roof shuddered again, and Jaune grabbed Pyrrha's arm, throwing it over his shoulder, lifting her up by his side. They needed to get out of here, they were the last two.

He could see it in her face the moment they stepped outside. Perhaps she felt the wind on her face, or the sun on her skin, but she knew she should have been able to see now, and she couldn't. Her eyes were uncomfortably wide as she kept blinking, as if hoping to suddenly clear her vision and restore her sight. But it didn't seem that was going to happen anytime soon.

Jaune sat Pyrrha down a comfortable distance from the refinery, on a pile of construction blocks, and beckoned over some professional medics. He insisted they look at her first, despite them both inhaling quite a bit of smoke. But he didn't care about himself right now, he wanted to make sure Pyrrha was looked at professionally.

The rest... could wait.

* * *

It didn't take long to write down a copy of the Prophecy on some parchment Raven was carrying, stow it away in their gear, then make their way back to the exit leading out of the Library. Now that they knew what they were doing they had to move, and fast. The sooner people knew the better.

"I still don't understand, what does this have to do with your little sister?" Raven asked, still puzzled by her daughters insistence on the Prophecies translation.

Yang paused, glancing over at Blake, then back at her mother. It was easy to forget she hadn't been there when the news had gotten out, she'd been out combing the desert for books. So she decided to give her the cliffnotes version.

"Ruby's the Avatar, mom."

That brought her up short. "What? Ruby? Our Ruby?"

Her daughter glared at her, lilac eyes flashing scarlet. The possessive term seemed to irk her, since Ruby had never even known Raven. Never even met her.

"Ozpin's gone," Blake explained, as they reached the bridge and ropes they had used to first enter the Library. "He died over fifteen years ago, apparently. The White Lotus has been keeping his death secret to protect the new Avatar from early discovery. And for good reason, it turns out."

"So that's why I lost contact... and Ruby... hmmmm... how interesting," Raven mused aloud. "So little Ruby is what we need."

"The _world_ needs her, Mom, not just us," Yang replied, tossing her a rope a little more roughly than necessary. "Now climb. We have to get back to Beacon."

"The Avatar isn't in Beacon."

All three women paused, two mid-climb, one at the bottom of the rope, as a row of shiny white teeth became visible in the darkness. Moments later, the rest of Roo Stah Teeh seemed to step out of the ambient shadows and into the light, manifesting into full visibility as he spoke. "Avatar Ruby has undertaken a journey to the North Pole."

"And you know this... how?" asked Raven pointedly, arching a dark brow.

Roo Stah Teeh tilted his great head, clucking in a way that suggested he was laughing. "Have you forgotten whom I am?"

Blake's ears twitched. "He who knows Ten Thousand Things. Right. How could we forget?"

"So why are you telling us?" asked Yang. "I thought you hated humans."

"Your species as a whole is still not my favorites. Far from it, as a matter of fact. However, you three have deciphered a text that was, for many years, uncrackable by my assistants," the great spirit rooster replied, glaring down at his fox-like assistants, who withered under his gaze. "Adding to my collection of knowledge. As such, I am obliged to provide you with a tidbit of information as well. Consider my providing directions... making us even."

"Well, it saves us a trip in the wrong direction... so... thanks?" asked Yang, somewhat sarcastically.

His smirk was equally devoid of sincerity. "You're quite welcome."

* * *

Outlying villages in the Earth Empire had always been those most at risk for encroaching Grimm attacks. This despite, or perhaps because of, the rising military power of the Empire, under the command of General Ironwood. While Ba Sing Se remained impenetrable to the encroaching darkness, the average small hamlet, village, town or city was not so well protected.

Not so the growing town of Chin, located on the coastal edge of the Empire. Indeed, it was not far from the Island of Kyoshi, and shared quite the colorful history with it. While it was not quite as big and prosperous as some other nations, right now it was a well-protected one, surrounded on two sides by ocean and on a third by a high mountain ridge, leaving but a single means of approach. A way easily defended against the monsters in the world who wanted to destroy humanity.

Even so, they were of course careful to regular patrol their borders, and had earthbenders assigned alongside their common soldiers to provide earthen barriers if and when needed.

For the most part, today had started out a day unlike any other...

... and then the Grimm came.

Now, they were used to Beowolves occasionally troubling farmers on the edge of Chin. But loners, not whole packs. And today, they were charging across the fields, ignoring farms and other such remote dwellings for the core of the town itself. Everyone was in a panic as the local guard turned out in force to drive the Grimm back. Huge walls of earth erupted out of the ground to seal in the town, keeping at bay the gnashing teeth and raking claws of the dark creatures.

The watchers on the walls, benders and soldiers, could not say what had brought about this sudden surge of Grimm activity... but whatever it was... it wasn't good.

* * *

Blake shimmied up the ropes the quickest, and was consulting a map of the desert by the time Yang and Raven rejoined her outside of the Library.

"According to this, our quickest route of the desert is southeast. A wide turn around the Golden Ravine, then due south to the village of Barakan."

"That's almost the opposite direction of what we want to go," replied her blonde firebending partner.

"But it's the closest location with a railroad," Blake replied. "From there we can make good progress north. Anywhere else we go takes at least another two days, including the way we originally came from."

Yang frowned, leaning over to examine the map over Blake's shoulder. "What about straight this way? We can just head north now and hit this town here..."

Herteammate quickly dissuaded her of that notion. "That area's too unstable... they call it the Silt Sea. It's like a whole region of nothing but quicksand."

"Your partner's right, Yang," Raven added. "North is not a safe place to go, it'll slow us down far too much."

"Oh come on, you're a sandbender and you're afraid of a little _sand_ slowing us down?"

Blake's ears flattened atop of her head, recognizing that tone, and handed the map to Yang. She was about to start up another argument with her mom, and the Kyoshi Warrior had no desire to be anywhere near it. She'd wait for them to sort it out before they pressed on.

In the meantime... something had just caught her eye...

"Look, I do know the desert, and I know our best bet is to follow the route south, then use the railroads. Or if we're lucky, Barakan might have access to a zeppelin. That'll get us to the North Pole even faster, if we're lucky."

"Lucky? Mom, being lucky is not exactly our strongest suit, let me tell you. We won't get there fast enough, we need to find a quicker route."

"There isn't one," Raven replied. "I know this desert... the sea of silt is too wide and too unstable to pass quickly. We'd need a..."

Blake stomped her foot, and the sand parted for her obediently, coming up in great huge swells before settling once again. Once the sand had settled and the air cleared, they revealed what had been concealed beneath. A long wooden boat with a sail, such as you might find on the ocean in years long past. This one, however, was specially designed for just the sort of travel they were undertaking.

"A sand skimmer..." Raven finished, a grin stretching across her face.

"... okay, maybe luck is on our side this time," Yang conceeded, glancing at Blake with a grin. "One of us at least."

The dark-haired fuanus smiled as she dipped her head, pleased by the odd choice of praise.

* * *

In a remote corner of the world of Remnant, far removed from the hustle and bustle of the Four Kingdoms... just on the very edge of the known world... there was a man. A gray-haired specimen with a permanent stubble around his mouth and cheeks that simply refused to be clean shaven or otherwise grown into a respectable beard. Like his hair, his clothes were also shades of gray, dull and simple, spun of cotton. The only splash of color were his auburn eyes and the dull red cape hanging loosely from his shoulders. All in all he had a dusty, dishevelled appearance one might normally associate with a vagabond. Or a scarecrow.

Which explained his rather apt monicker: Qrow.

He currently sat in a forest clearing, surrounded by tropical trees and resting on a hard slab of earth clear of grass. His legs were crossed, his palms resting together as he meditated in a lotus position, his mind very much elsewhere. In fact, his whole spirit had departed his body as he astral projected himself. A very advanced airbending technique that only a select few had the ability to do.

With it, Qrow could travel almost anywhere across the globe, from the Fire Palace to Ba Sing Se's Upper Ring and anywhere in between the two poles. The further he got from his body, the fuzier and more distorted images and sounds were, but it was a starting point to a lot of his scouting, and if he honed in on a particular individual, he could find out where they were almost 99% of the time. He could even travel to the Spirit Realm, leave the mortal plane behind, and gather more information from the wisps and sprites on the other side.

His eyes popped open as his soul returned to his body, and he instantly felt the ache of sitting in one position too long. His joints were sore, and he rolled his shoulders as he stood up on shaky legs. Blood began to re-circulate quickly, but it was still never an easy thing to do for long. Have to keep loose, have to keep limber, he'd always said. Stay in one place too long, and you were in trouble.

He'd told Ruby the same thing, when he'd taught her how to bend. Her dad had taught her sister, but Ruby was Qrow's student. He'd known right from the start she'd been special, and he'd done all he could to prepare her for whatever destiny had in store for her.

It hadn't exactly come as a great shock when, years later, he'd learned she was the Avatar.

Nor was he terribly surprised to find her now in trouble, along with the entire world.

 _Oh well_ , he mused. _No rest for the wicked_.

Rolling his shoulders and crossing his arms to finish his stretches, Qrow started walking, heading out of the grove. As he did, he tilted his head to address the open air. "Well old friend... I'd say it's high time we got moving. Places to be and all that."

His ally didn't reply, but Qrow knew they'd heard him.

* * *

Another man went flying through the air, screaming loudly before he smacked hard into a cypress branch, crashing downwards from there into the swamp waters below.

The good doctor barely paid him any mind. He stood on the very fringe of the chaos, watching it with a critical eye but declining yet to take action or comment. His men (if he could charitably call them that) were already doing wonders to try and stop the moss man from attacking. And it was much more impressively working to drive them back. The last man had gone flying, but he certainly hadn't been the only one.

Two of his Equalists rushed up to his side, splashing dirty swamp water everywhere, but thankfully just missing his impeccable suit. Which was good, because if they got his outfit messy, they'd have far worse to worry about than some sort of creature made of vines and seaweed.

"Sir! We're trying to hold back the monster but everything we hit it with is just making it angrier!"

Doctor Watts narrowed his eyes down at the swamp beast tearing through his men, idly noting another knocked aside. That made for almost fifteen in half as many minutes. A detatched, clinically part of his brain was already calculating the appropriate strategy to deal with their opponent. Clearly, conventional tactics were not going to work, none of his men were benders of any sort of caliber. They were armed with the mere basic sorts of weaponry. Fire attacks _were_ damaging the monster, the problem was it kept regenerating itself with ambient swamp life. Thus, they needed to hit it with something bigger. Much, _much_ bigger.

Thus, the solution was obvious, if not ideal.

"Detonate the jelly," he instructed his subordinate, not taking his eyes off of the swamp monster.

His order was met with protest. "Sir! We still have men down ther-!"

Without taking his gaze off of the beast, Watt's arm shot out faster than a cobra-scorpion, grabbing his subordinate's shoulder and yanking him in close. "Denote. The. Jelly."

Not immediately following his order, the good doctor added a very loud "NOW!" leaving no doubt about his instructions clear.

When the poor man still hestiated, unwilling or unable to bring himself to sacrifice the men still down there, Watts growled something unintelligable about his maternal ancestors and mating preferences, reached into the foremans jacket and yanked out the detonator himself. Without warning he pulled out the antennae and pressed his thumb down hard on the button.

 **Ka-boom.**

Although they hadn't managed to finish planting the barrels for maximum radius and damage, they were still quite adequate at bursting into flame in a spectacular display. The conflagration quickly caught fire on any foliage that wasn't sufficiently wet to protect itself and did what fire always did: consume until the food source was nothing but ash. Within mere hours the whole swamp would be lit up, and the Great Tree was already starting to burn. Just the roots now, but it would climb upwards and consume the rest in due time.

More importantly, the swamp monster thrashed about as if in great pain, tearing off flaming limbs and soaking them in the muddy waters in the hopes of saving itself. But between the blasting jelly and the fires already burning, to say nothing of Watt's loyal men, it was being pushed back.

"Excellent work. Inform the men we're pulling out... there's nothing that thing can do now to save the tree... leave behind any stragglers. If they aren't quick enough to retreat, then they deserve to die. Natural selection and all that."

Turning, he started briskly walking off, ignoring a flaming branch that fell mere inches behind his head as he walked on. The other workers, watching with a mixture of awe and horror, could do little more than relay his orders and do their best to save their comrades. Watts, evidently, had no further use for them.

* * *

They christened it the Bumblebee.

Yang was steering, operating the rudder in order to provide the skimmer direction. Meanwhile Raven, and to a lesser degree Blake (still learning the precise control required for the technique) were conjuring up the sand particles and spinning them in a rapid tornado form to propel the ship forward. It was well designed, even Raven had to marvel at its good craftsmanship. She'd used similar vessels before, but never one so old.

Yet it had endured the centuries well. They skimmed across the unpredictable, loose sands of the Sea of Silt as if it was mere water. And they were making record time.

Even so, they pressed forward as quickly as they could, having a need for the utmost haste. They only hoped they wouldn't be too late.

* * *

Stumbling out of the garden almost an hour later, Jacques smoothed out his robes, slicked back his hair, and did his best to order his thoughts. Always he'd prided himself on his ability to read a situation and know just where to apply pressure to deal with it. It was his greatest strength. Not some genetic quirk that allowed him to bend water. And certainly not some bloodline, given he'd married into the royal family. He'd accomplished all he had with his mind. And he wouldn't let some setback with a water witch ruin all he'd done.

 _This was_ just _a setback_ , he told himself, but not an utterly insurmountable one. Salem would pay for what she'd done, and virtually no one had known what had happened. First things first, he decided. He needed to ensure that was the case, find his wayward daughter and silence her before...

Lost in his thoughts, he hadn't even realized he'd been walking towards the center of the Palace until he realized he was already in the throne room. And someone was sitting in the throne. That last fact jolted him out of his miasma of thoughts and back to the here and now.

A woman, long and lean, with hair white as his own down up in a prim bun and a face classically beautiful. She was still wearing that thrice-damned uniform of a military Commodore, navy blue with metal accents at her shoulders and wrists. Jacques identified her easily enough, he'd known her all of her life. It was his elder daughter, Winter.

"Hello father," she greeted coordially.

"Winter... what...?!"

His voice trailed off and his eyes narrowed as Weiss stepped out from behind the throne, stepping down beside one of the arms. Her gaze was cool, her expression unreadable, but her eyes were quite clear with disdain and disgust for him.

"You... you both... what do you think you're doing?"

"Removing treasonous elements from the Northern Water Tribe," Winter responded. "I've already put into motion a curfew and declared martial law to keep the citizens safe, and sent some guards to the Council of Elders. Those who had any knowledge of your dealings with the forces of darkness will find themselves removed from their positions. Those who did not may keep them... provided they cause no further trouble."

"How ruthlessly efficient of you," Jacques said, pleased despite himself. Whitley glanced at him in surprise, but his father ignored him. "I'm almost proud of how..."

"I wouldn't offer praise just yet," Winter replied. "The strongest element to be removed is not the body of the Bat-Serpent, but its head..."

She delibertly trailed off, but the way her icy gaze settled on him left no doubt as to what she meant.

"... you can't..."

"... oh no," she replied quickly, agreeing with him. "I already have. As of this moment your authority as Chieftan has been revoked, and you will be imprisoned for the forseeable future while a more capable leader assumes command of the Northern Water Tribe. Someone capable of dealing with this crisis you yourself have brought upon us."

"This is absurd!" Jacques said. "Who could possibly be a more capable leader than I?"

Winter allowed herself a hint of smugness to slip into her voice as she settled comfortably into her new seat. "Me."

"... this is Ironwood's doing," Jacques said, seizing an unrelated tangent in a way that made Weiss want to roll her eyes at his paranoia. "He's sunk his claws into you with the hopes of stealing my kingdom away from me. Well it won't work. I will not allow this. I will fight-!"

"No, father, I don't think so."

"This is MY kingdom!" he protested loudly. "That is MY throne! You cannot-!"

She did not need to gesture, or otherwise command. The instant he stepped foot on the dais leading up to the throne, a dozen armed guards stepped forward, levelling their spears at Jacques and forcing him to freeze in mid-step. These weren't Earth Empire soldiers either, not even part of Ironwood's Fifth Fleet. These were water tribe guardsmen. Men who should have been loyal to him. Their chieftan. Yet they looked upon Jacques as if he was nothing but a criminal. Two quickly converged on him, and another pair on Whitley, restraining them.

"Place these men in the deepest, coldest dungeon cells we have," Winter commanded. "We'll decide what to do with them following a trial... _after_ we've finished saving the world."

"You can't do this!" he continued to protest even as he was led away.

Weiss could only smirk, even as Winter reclined comfortably in her new chair. "We already have."

* * *

 **Authors Notes:  
** It pained me to write that scene hurting Pyrrha, but considering how horrible things were to her in canon, I consider her surviving, albeit blinded, a considerable step up.

I'm sure some of you can guess who Qrow's mysterious ally is. If not, you're in for quite a treat a few chapters from now.

Yeah, Winter is here. And she just took the reigns of the North. Gods that was cathartic, especially after watching Jacques be such a smug snake throughout Volume Four.


	22. The One and Only

Arriving at her destination, Salem landed amidst the snow and breathed out, watching her breath turn to steam in the cool air. Her blood was racing, heart pumping faster than it had in years. Finally, she was about to fulfill her purpose, and usher in a New Age for the World. An Age of Darkness.

All this despite innumerable setbacks.

First there had been Summer Rose banishing her into the Spirit Realm. But that had ultimately worked out in her favor, enabling her to fuse with Zoa and become the Dark Avatar. The universe must have had a fine sense of irony making Ruby Rose, Summer's own flesh and blood daughter, the Avatar. Now when Salem destroyed her, it would strike a blow against her mortal enemy as well as Zoa's nemesis. The irony was practically palpable, and more delicious than any morsel she'd ever dined upon as a mortal.

But the Avatars destruction, while inevitable, was not a critical factor in her plans. It was practically a non-factor. Nor were the works of Cinder, Jacques, Watts, Hazel, or Tyrian. While her servants, manipulated in myriad ways, had done wonders to wreak havoc and cause chaos and turmoil in the realm of men, they were barely lotus tiles in a much larger game of Pai Sho she played. Ultimately, none of them mattered. Only her endgame mattered, and she was rapidly approaching the point when she could finally bring it about.

Casting her gaze skywards, Salem watched and waited. There was yet one more component she needed in play to complete her work. Something ten thousand years in the making, if not older still. And all of it culminating here, now, into something glorious.

"Soon," she whispered, speaking seemingly to the thin air. "Very soon."

* * *

Neptune kept fighting for as long as he could, drawing up more wet vines and plants to supplement those burned away from his technique. In a place like the swamp, there was an abundance to choose from, and he should have been close to invincible in his native environment. But there was fire in almost every direction now, and it was spreading rapidly. Anything he touched seemed to just make it worse, until finally he was forced to abandon his plant-like cocoon and dive into the water to save himself from the burning foliage.

He emerged, coughing and spluttering, some distance downstream, and was immediately set upon by Equalists, clad in familiar black suits and gas masks, bearing the hatchet symbol on their uniforms. Three landed on the bank to either side of him, pinning him in.

Neptune could only tug back his goggles and run a hand through his grimy, disgusting blue hair. Exhausted as he was, he was helpless.

"Oh well... gave it a good run, didn't I guys?" he asked them rhetorically.

They said nothing as they advanced on him menacingly...

... they seemed to have plenty to say, however, when a boulder burst at their feet, scattering them. Particularly when it was followed up by similar rocks of all shapes and sizes, being flung by well-trained, disciplined soldiers of the Earth Empire. The Equalists, finding their battle becoming decidedly un-equal, and not in their favor, turned tail and fled as quickly as they could.

Barely able to believe he survived, Neptune peered up as a zeppling passed overhead, marked with the sigil of the Earth Army on the side. As it passed over the conflagration that was still climbing up the side of the Great Tree, its lower hatch opened up, and gallons of water came pouring out. It couldn't quite put out everything, but it was a start. And the swamps were already filled with the stomping and splashing sounds of boots trudging through mud, muck and filthy water. Raising his head, Neptune could've sworn he saw at least half a dozen units, and more besides on the way. Half the damned army could've turned out just to save the tree.

Half the Earth Army... and one raw Recruit.

"Neptuuuuune!"

The taller boy caught the monkey faunus in his arms as he all but flew into them. "You made it," he said, relieved.

"You better believe I did! I ran like the wind was chasing me! And Ironwood couldn't send in reinforcements fast enough," the monkey faunus explained. Scarlet and Sage weren't far behind, the two boys having met up with Sun and come as soon as they'd heard their teammate was in danger.

"Nice," the blue-haired boy remarked, grinning. "All this trouble over li'l ol' me."

"The armies got this one," Sun said, clapping Neptune on the back. "But we're being recalled to Vale to give a full report at the school. Ironwood wants to know everything, and frankly, better you than me."

That earned him a chuckle from his blue-haired companion, proving his sense of humor was still undamaged at least.

"Right, well then. Best get back to Beacon."

* * *

Good a healer as Jaune was, he insisted on Pyrrha being taken to a professional medic once one could be found for a second opinion. The elder waterbender's diagnosis was not good.

Her skin was completely undamaged, there'd be no lasting harm to her face. And despite some smoke inhalation, her lungs were already clearing. Pyrrha was breathing easy before she even made it home that night. However, the injury done to her eyes had left her with zero ability to percieve light, and was unlikely to ever be restored.

Pyrrha's would never be able to see again.

Other than that, she was in the picture of health, just exhausted, so the healer had suggested a day or two of rest in order for her to... adjust to the situation. Jaune had taken her home. Hazel was with them. No one had been able to prove he'd been behind the refinery disaster save Jaune and Pyrrha, and both of them (for their own reasons) were keeping quiet about it for now. But he kept to his room and he kept quiet, thankfully staying out of their way.

The next day, Jaune was preparing breakfast for his teammate when he glanced up, seeing Pyrrha by the doorway, already dressed and ready for the day. She rested a hand on the frame of the doorway, as if to reassure herself it was there, and she looked a little haggard, as opposed to her usual pristine appearance. None the less, she looked... far better than she had been. She was barefoot, he noted idly. She had surprisingly delicate feet for an earthbender.

"Jaune...?" she paused, then smiled, sniffing the air. "Mmmm, is that breakfast? Smells delicious."

"Pyrrha, you should be resting..." he protested. He set down his tray and moved to assist her before she bumped into something.

She cut him off gently, holding up a hand to stop him as she managing a wry smile. "I've rested quite enough," she replied. "I think it's high time we got back to Beacon, Jaune."

"But, your eyes..."

"It's fine," she said. "I don't know how to explain it, but it's like... like I can see with my feet now. Sense the subtleties of where things are by where they are in the ground. It's still sort of fuzzy but..." she paused in front of the table right before she was about to bump into it, and reached out a hand, evenly laying her palm atop of it as easily as a sighted person could.

"See?"

"That's... amazing..." Jaune said, unable to think of another suitable word to describe Pyrrha. She was utterly amazing. Really, at this point, he should just stop underestimating her. If she said she could do the impossible, he might as well pull up some fireflakes and watch the show.

"What else can you see?"

"I can ah... see you," she said, a faint blush coloring her cheeks as she smiled in his direction. He felt his own cheeks heat up at the thought, wondering what he must look like to her now.

"You're in your favorite hoodie, with the ragged trim," she said, tapping her foot to get a clearer view. Faint reverberations travelled through the floor, reflected off of Jaune, and returned to her. "And the new boots we bought for you yesterday. The ones with the metal toes. And I think... I think your water pouch is only about half full. You've been using it to clean the dishes again."

"... that's amazing," he said. She saw almost more clearly than he did.

"And its why we should go back to Beacon... I need to train this ability further so I can..." she trailed off, but he took her meaning plainly enough.

"Well, uhm... alright, after breakfast then. We can catch a train, be back to Beacon in a few days."

"That sounds lovely."

They ate breakfast in comfortable silence, sending little smiles each other's way. Jaune had been worried the experience of being blinded would break Pyrrha, but if anything, she'd only come through stronger than ever. She did her best to properly explain how she was seeing, demonstrating with some of the utensils on the table, showing how she'd developed a fine tuned sort of hearing and feeling that allowed her to know where physical objects were based on how they sounded/felt against the ground, and in turn against her feet. It left her somewhat vulnerable to attacks she couldn't see coming through the air, like when Jaune tossed her an apple for breakfast and he accidently beaned her in the forehead with it.

He'd apologized so much he was starting to grow hoarse by the time they finished their meal and were packing up their bags from their respective rooms, ready to go. They were halfway across the hall when a single word stopped them in mid-stride.

"Pyrrha."

Jaune turned as Hazel stepped down the stairs from the upper floor, making his way down the steps. Pyrrha did not turn, but her expression hardened as she kept her back to her father. "Father," she replied evenly.

"Pyrrha I know you must hate me, but understand please, what I've done, I've done for our family... to make us strong again..."

Gasping in shock that he was still holding to that rhetoric, Pyrrha whirled about, about to give her father a much needed piece of her mind. But to her surprise, the words came out of another's mouth.

"That's ridiculous!"

Glaring down at Jaune, Hazel stepped down to the final step and no further, intent to loom over the blonde-haired water tribe boy. Like he didn't do that when they were on the same level already. "This doesn't concern you, boy."

"Hogwash, it doesn't!" he retorted, having never felt quite so angry in his entire life. "Pyrrha has done nothing but honor the legacy you claim to be so proud of by making a name for herself as a hero. She has saved lives! She has done things with earthbending that I'll bet ten generations of your family never even _thought_ of doing! And never once does she ask for anything in return! She is the most incredible person I have ever known, and probably ever will know... uhm, well, except maybe for the Avatar that is... uh, no offense Pyrrha."

"None taken," she replied immediately, honestly still a bit taken back he was standing up for her, on her behalf, to her admittadly rather frightening father.

"And if you, her own father, can't be proud of her for that... well... then your family legacy is already over."

Hazel darkly glared as he stepped forward, looking for all the world like he was about to strike Jaune, who stood his ground bravely. "You insolent...!"

He didn't get very far, for a moment later a foot struck the ground floor, and the earth shifted out from underneath Hazel's feet, throwing off his balance. Thankfully, he didn't have far to fall, he fell onto the raised stairway behind him. But his look of astonishment could not have been greater than if his only daughter had struck _him_ instead of the ground.

Pyrrha relaxed her stance and stood back up, looking unapologetic and unafraid.

"Father, I'm sorry... but this is my path. _He_ is my path. Team Juniper is going to make a new legacy for a new world. And because of that... we have somewhere we need to be. We have to get back to Beacon. So we're leaving. Good-bye, father."

Without even waiting for a reply, Pyrrha and Jaune strolled out of the manor, the latter opening the door for the former before they shut it behind them, leaving Hazel behind. Alone and in an empty house, with naught but his pride.

* * *

 _He glared at her, and she grinned at him._

 _Ren struck swiftly, hoping to end this fight quick so he could return to the fighting around the city. But Neopolitan was equally quick, and well trained besides. She had extensive knowledge of not only how to fight, but specifically how to fight against benders. Her parasol folded up as she used it to deftly counter and block every strike Ren made with his staff, ducking under one blow and rolling right over his back when he tried his next sweep._

 _She tried to get in close, where she was most dangerous, but Ren hopped up from one roof to another to give himself some breathing room, trying to keep them apart, where_ he _had the advantage with his airbending. It wasn't easy. This pink-clad circus acrobat was easily as agile as any Air Nomad who had ever lived, Lie Ren included._

 _In fact, if he was being totally honest with himself, he was starting to lose some of his cool, and all because of that smug, infuriating smile. Pe_ ople were dying, how could she possibly be happy _? he wondered._ Was this all some form of amusing game to her _?_

 _He followed after her as Neopolitan gave a hop-skip-jump off of the latest building and onto a tall tower, running up the side as if it was perfectly horizontal instead of nearly vertical, and then waited for him up in the tower. Forcing him to assault the high ground, which she now held. Cautiously, Ren started to make the approach... looking for an angle which he could use to take her._

 _Fortune, it seems, did not smile on the chi-blocker Neo in that moment._

 _Narrowly missing its charge as it sprinted past Team BRNZ, a wild Grimm tankocerous slammed its pronged horn and its sturdy head into the base of the tower where Neo was perched. The whole structure, already weakened from much fighting in the streets, crumbled instantly, and began to fall. Her footing thrown off, Neopolitan tried to bolt for surer ground, but a loose stone cuffed her shoulder, knocking her off-balance and sending her tumbling down..._

 _... until a hand shot out, grabbing her wrist, catching her before she could fall._

 _Neopolitan could only gaze downwards for a moment, feeling vertigo clutch at her, as she watched the building collapse into so much rubble beneath her. Yet she felt light as a feather as she flew over it. Daringly, she looked up... and saw the figure of Lie Ren, one arm holding his glider to guide them, the other her wrist to prevent her fall. He'd saved her._

 _Greatly risking himself, he looked down at her, perhaps hoping to see her expression, noting as he did it was no longer her seemingly ever-present smile, but a look of profound fear and confusion. She was perhaps wondering if he intended to drop her._

 _As if. Why save her if only to kill her now?_

 _No. Even an enemy deserved mercy. This was an Air Nomad tenet older than time unrememberable. And Ren was a faithful follower of it._

 _Unfortunately, his mercy wasn't without cost. In his effort to make sure Neo was alright, he wasn't watching where he was going as closely as he should have, and his glider-staff clipped on a low hanging flagpole. Airbender and chi-blockers flight went off as they went tumbling out of the air and towards the cold, unforgiving concrete below. Ren had only enough time to throw down a cushion of wind to catch Neo before he bounce off of a balcony window and collapsed onto the ground floor, right in a pile of garbage._

 _Grunting in pain, Ren lifted his head in time to see a pink-clad figure cartwheeling out of sight behind an alleyway, and slumped back down, unable to gather the strength to even sit up. Defeated not by an enemy, but his own clumsiness. Ren sighed and draped his unbroken arm over his head, unwilling to believe his idiotic luck._

 _He was thankfully found only moments later by defenders of Beacon, but he stayed quiet the whole time about his ordeal, not wishing to admit the truth. All he could do was let them draw their own conclusions about his conflict with the chi-blocker who'd vanished in the ensuing chaos. Never to be seen again..._

 _... until one day in the hidden ruins of the Sun Warriors... when she repaid her debt._

 _By saving his partner._

* * *

"Wait, that's what happened?!" asked Nora, waving her hands above her head to dispel her imagination.

Ren nodded solemnly. "She had the chance to kill me then and there... but she didn't. She just took off. I figured with the Battle of Beacon going in our favor, she'd want to leave town."

"So what are you doing here now?" asked Nora, directing the question to the pink-clad chi-blocker.

She gave an idle shrug, then pointed at Ren with a perfectly manicured nail.

"Following Ren? Why?"

Another shrug of this delicate shoulders. She idly spun her parasol around, then hung it over her other shoulder, evidently finding the whole conversation tedious and boring.

Deciding it wasn't worth it to psychoanalyze a psychopath (even if she was an honorable one), Lie Ren focused on the here and now. "Well, regardless of why you came... to offer your thanks or to settle your debt... you've managed to do both," the young man said. His closed fist entered his open palm, and he bowed before Neopolitan. Nora mirrored his action at his side, and the pink-clad girl smiled warmly at the gesture.

"But now we have to move. We have vital information that Headmistress Goodwitch needs to hear."

"Oh yeah," nodded Nora. "Almost forgot. Doom and destruction. Merlot's Comet and all that."

Neo quirked an eyebrow at their exchange.

"We'll explain later," Ren promised. "Right now, we have to get back to Beacon. They need to know what's coming."

* * *

With Tyrian safely imprisoned behind the heaviest iron bars in the deepest, darkest cell beneath the Earth Emperor's palace, Team CFVY were being lauded as heroes by the populace, and were even now standing in the throne room, about to receive their awards. The Emperor himself was taking the time to step down from his ornate throne and award them personally. Around each of their necks, he hung the Amber Medal of Honor, signifying they were great heroes of the Empire, and would be forever more.

Yatsuhashi and Fox accepted theirs with customry stoicism, but Velvet looked like she was on the verge of melting into a puddle of mixed embarassment, joy and excitement. Coco was cockily grinning as she appreciated her new jewelry. The gold and jade totally went with her belt buckle.

"On behalf of every one of my subjects, and most especially myself," Emperor Leo was saying. "I thank you... from the very bottom of my heart. You have done the Empire a service today it will not soon forget." And he bowed low before them. After a moment of stiff surprise, Team CFVY did the same.

"If there is anything I can ever do for any of you, you need only name it."

The possibilities were boundless, but so was the humility of Team CFVY. Coco stepped forward. "Thank you, your majesty," she said courteously. "But I think I can speak for all of Team Coffee when I say none of us were hoping for any kind of reward for this. It's just... what we do, really."

Bobbing heads agreed with her, none more enthusiastic than Velvet. In the watching audience, her mother seemed close to prideful tears, amazed at the incredible woman her eldest daughter had grown into.

"There is one thing, however."

The Emperor nodded. "Of course. Anything."

"This assassin Tyrian may have been insane but his planning to ambush you was nigh perfect, spoiled only by the fact that Velvet is easily the best waterbender in a generation to match with him," Coco explained. Velvet's ears tucked in close to her head and she gave a bashful blush, seemingly wanting nothing more than to vanish into the stones as Coco went on. "But while he was ranting he spoke of a 'her' and how everything was going to be destroyed. I don't think he was just talking about the Empire. I think he was part of a larger problem. And that means we have to get back to Beacon. There could be greater trouble brewing in the world and we need to be ready to fight it."

"Say no more. I shall arrange the fastest transportation I have, and wish you a safe journey."

* * *

Beacon wasn't normally very active during the Summer months. When students dispersed to the four winds, things took on a quieter tone. Even the Professors were generally more relaxed, able to catch up on grad papers, take some leisure time to themselves, or else indulge in whatever particular hobbies occupied their free time.

Few might have guessed Glynda had a private interest in stargazing in her free time, but the Avatar had introduced her to the hobby during her last life. She could spent many long evenings watching the stars twinkle in the skies overhead, spotting shooting stars and identifying constellations.

Tonight, however, she was far too troubled to look up. Instead, her gaze out the window was downwards, at Beacon and its grounds, and further out Vale.

Students were returning to Beacon with alarming frequency. Often reporting one mishap or another in the Four Kingdoms. An attack on the Great Spirit Tree. Prophecies of Doom and Destruction. Criminals active in the regions, sowing discord. An uprising in the Northern Water Tribe. Dark Spirits on the rise. Grimm attacks with alarming frequency on outlying villages and towns.

Dark times weren't just on the horizon, they were here.

There was a knock on the door behind her. Without turning her gaze, Glynda bid them welcome. "Enter," she called out.

The door opened, and a moment later General Ironwood, Doctor Oobleck, and Professor Port had filed into the room to join her. Drawing her gaze away from the stars, she nodded to each in turn, then dispensed with the pleasantries.

"Gentlemen. What have you learned?"

Coming to attention, Ironwood gave his report. "We've been receiving word of unrest across the Earth Empire," he stated. "Not least of which was an assassination attempt on the Emperor himself, as well as several attacks on national and spiritual monuments. Some thwarted, others were not so fortunate. Naturally in light of this we've tightened security across the board... but no one we've captured or arrested has said anything useful regarding the source of these attacks. Not even... her."

Refering to Cinder Fall, of course. Her cell in Vale's prison, to say nothing of Mercury's and Emerald's, had been reinforced and the guards for them doubled. The manhunt out for Adam Taurus had been bumped up to top priority, making him the number one fugitive in the Four Kingdoms. Despite that, there'd been virtually no sign of active Dai Li work in the last month. They'd all but vanished.

"I'm afraid I've not had much luck either," Port confessed, moustache bristling. "No one I've spoken to knows anything about the recent surge of dark tidings. Taiyang is investigating in the East but he's found nothing that can prove definitively what is wrong. And Qrow, as you know, remains uncomfortably silent."

Oobleck adjusted his glasses before adding his own piece. "I've been meditating long and hard on the subject," he said. "Countless foyays into the Spirit Realm. Chats with many dignified Spirits. Thus far none can say with any form of certainty exactly what is transpiring in the Mortal Realm. The best they have been able to offer me is that a great darkness is rising. Information we already have."

Nodding at that, Glynda sighed. She'd hoped for so much more. "In light of that, I suppose the best we can do is stay ready, and hope we learn something more before it's too late... thank you for your time, gentlemen."

Bidding her a good night, the three of them politely excused themselves from her office, leaving the Headmistress of Beacon to her own thoughts and worries. She hadn't eaten anything since dinner, she had no appetite... but she did take to heat up some tea. It would help sooth her stomach... and perhaps her nerves as well, if she was fortunate.

Sighing, Glynda settled into a comfortable chair by the tall window. Gazing outside, at the rising moon. It reminded her of many previous night she'd had similar worries, and before becoming Headmistress, whom she would bring them too. Right here in this very room. When it had been his.

"I could really use your guidance right about now, Oz."

There was no answer, of course. Ozpin was gone.

However...

* * *

It had taken her quite a while to get here. The Spirit Realm was a trackless place, and she was no great expert at navigating it. And of course, there was the constant opposition from the Dark Spirits Salem had left behind to slow her down, just as Monty had worked to slow her down. But in the end, she'd made it.

Emerging from the Spirit Portal, Ruby found herself once again in the Spirit Oasis at the North Pole. And she was locked in. Someone had sealed the entryway shut with a steel grate, and locked it rather thoroughly. Well, that seemed more apt a way to keep someone from using the tunnel to get in. Ruby, on the other hand, took only a moment to conjure an air scooter and go straight up the sheer walls of ice, popping up onto the frozen plains up above.

It was far colder here, and the wind blew freely outside the confines of the grove. Ruby's scooter could not maintain its shape for long under the force and dissipated under her feet. It forced her to trudge through the deep snow, her feet submerging up to the ankles. But she had no choice if she was to make it back to the Palace.

So she trudged on, moving forward, keeping the light of the Spirit Portal to her back. It was the only way she could tell where she was going. Everything else looked almost pure white.

Well except for that pair of black dots... coming into focus in front of her.

Except they weren't just dots. They were eyes.

Ruby blinked.

So did the polarbeardog.

"YAAH!"

Leaping nearly a full meter into the air, Ruby flopped backwards onto her backside, scooting back rapidly. However, the great furry behemoth, easily one of the largest predators found in the arctic, didn't make any hostile moves. Indeed, it sat back on its haunches and wagged its short, stubby tail, kicking up snow behind it as Ruby watched in some confusion.

Up closer, it was a little easier to make out details. It wasn't pure white, it had tuffs of a grayer fur on the top of its back and head, notably around its pair of triangular ears. Its face was open and smiling, friendly looking, even as it panted, steam drifting upwards from its open mouth. For a moment it simply studied the young Avatar. Then, obedient as a trained steed, it lowered its forepaws and head and wagged its tail, seemingly bidding her to climb atop of its back.

"You want me to... ride you?" she asked.

Its great huge head bobbed up and down, though it only continued to pant excitedly.

Shrugging, this not being the weirdest thing she'd seen all day (at this point, it wasn't even in the top ten) she decided to put her trust in this great beast. She sensed she could trust it, its spirit felt wholesome to her. Plus, she had a need to move quickly. Therefore, Ruby swiftly climbed on the shaggy beasts back and straddled its shoulders with her legs. Once she'd gotten comfortable, it rose up onto all four legs and gave an excitable 'yip!' as it took off running.

Ruby grabbed great fistfuls of its fur as it picked up the pace, bounding across the snow at breakneck speed. Possibly even faster than her air scooter, and a hell of a lot more stylish of a ride (not that she'd ever admit such aloud). She might want to look into designing a harness for her new mount, however, if she intended to use him in the long term.

She rather liked the idea of that though.

"You and me against the world, boy... just the two of us... ooh, I like that. I think I'm gonna name you Zwei!" she declared.

He barked, though whether in agreement or denial, she couldn't say. Nor would she have cared. And Ruby wasted no more time on words. They had to move fast.

She had to find her friends, and they needed to stop Salem.

* * *

 **Authors Notes:  
** Okay so I finally gave in and decided to throw in a scene showing Salem had indeed been behind her cohorts schemes to sow chaos, just to tie them all together. Team WTCHS is official now in the crossover-verse, albeit not in the same brotherly comradery sort of way it comes up in RWBY canon. Also gave the White Lotus a scene to prove that yes, they're aware of things going on and that yes, Taiyang is a member the same as Qrow and the teachers.

While Pyrrha has now gained Toph's infamous echolocation all-seeing eyes, she has yet to fully master it the way Toph did, who was blind since birth and mastered it over the course of many years (and with the help of badger moles).

Yes, it's Zwei. He's a polarbeardog, and the Avatar's bound pet. How could I not?


	23. Endgame

By the time Weiss and Winter had finished dealing with their father and the Council, the sun was just starting to crest on the horizon. It'd been a long, horrible night, but it seemed to be ending at long last. Still, the rising sun, while bright, was not nearly so warming. Neither was the knowledge they still had much to do, not least of which was finding the Avatar and confronting this Dark Avatar Salem.

Of course, Winter had given her blessing for Weiss to go find Ruby, opening up the Spirit Oasis to the heir Princess of the Water Tribes. But she was reluctant to barge into this herself, and Weiss recognized well enough there was another whom she'd need to help her find her air-headed partner.

* * *

Penny was already re-fueling the air ship when Weiss found her, and Ciel was organizing the last of the cargo for their trip back to Beacon. Learning of the Dark Avatar's attack had only prompted them to speed up the schedule, ditching what they could for the sake of expediency.

They were less than an hour away from departure when there was a new arrival at the air strip. Several, actually.

First was the arrival of a motor boat, commandeered by its crew, comprised of the latter half of Weiss' own Team RWBY, Yang and Blake. With them was a most unexpected third member of their party, Yang's very own lost mother, Raven Brawnen. Introductions were made, if brief, as Blake and Yang told what they had learned at the Library.

"It's bad," Yang summarized. "We need to find Ruby, where is she?"

"We were just on her way to get her," Weiss replied. "The Spirit Oasis has been opened up, so if you'll just follow me, we'll..."

"HEEEEEEY GUUUUUUUYS!"

The women's heads snapped up, spotting Ruby as she came barrelling down the street towards them at breakneck speeds, threatening to knock passerby down as she rode up towards them on... was that a polarbeardog?

Finally, Ruby tugged on the beast shaggy neck, and it skidded to a halt in the snowy street, right in front of them. Ruby gave a wide grin, sliding easily off the beasts back and to her feet. It was panting in a mixture of excitement and exhaustion, seemingly smiling as the girls glanced amongst one another, unsure of what to make of it.

"I named him Zwei!" she declared proudly, as they watched in a mixture of confusion and awe. "Can I keep him?!"

Blinking, Yang managed to recover enough of her wits to reply first. "Well, Ruby, a pet is a big responsibility..."

A hand came out and lightly whapped the back of her head, Blake quickly getting them back on task. "Nevermind that now," she said.

"Right, sorry."

"Ruby!"

Penny swept her up into a hug, one the dark-haired girl eagerly returned. Then she flinched as Weiss came towards her, glaring angrily.

"Ruby where have you been?!" Weiss demanded angrily, hands on her hips. "We've been worried sick!"

"Well uh, I kinda got lost in the Spirit Realm," Ruby replied. "And then I met Avatar Monty, and he showed me what happened to my Mom..."

"You found your mom?" Weiss interrupted.

"Uhm... not really she's... she's really gone..." the young Avatar morosely replied.

Feeling perhaps a bit as if she'd just kicked a pony-poodle, Weiss composed herself and was more gently as she asked Ruby to "go on."

"Well, then I found out what Salem was up to..."

"Whose Salem?" asked Blake. She was ignored.

"... and I tried to stop her at the Spirit Portal, but she and Zoa were way too powerful...!"

"Whose Zoa?" asked Blake. Again, she was ignored.

"... and so she opened the portal, and since I'd already opened a portal, now both portals are open. And that means bad things are happening soon. Very, very bad things. Monty said so, and I believe him."

"It's the prophecy," breathed Raven.

"Prophecy? What prophecy?"

Blake's ears twitched, but she immediately recited it from memory. "Stars and Planets align. Light in the North, Darkness in the South. Two become as One. Many become as One. The Skies will Burn, the Seas will Boil, and the Great Grimm will Rise. Ruby Shatters. Ruby Re-Forged. Four is Five."

"S-s-shatters?" asks Ruby. "I'm not sure I like the sound of that."

"Yeah that definitely sounds like a bad thing," Yang agreed. Sternly, she addressed her little sister. "No shattering for you, you hear?"

"Yes, ma'am," the young Avatar meekly agreed with her big sister. Then, a thought occurred to her. "But this must be what Salem is doing. Harmonic Convergence is what she used to fuse with Zoa and become a Dark Avatar!"

" _Dark_ Avatar?" chorused Blake and Yang.

Ruby nodded enthustiasticaly. "Yeah! Like a regular Avatar but... well, dark. Evil."

"We had something of a run in with her already," Weiss said, giving them an abridged version of Salem's attack and escape.

"And now she must be moving on to phase two of her plan," mused Raven, rubbing her chin in deep thought. "Something to do with the Great Grimm Rising."

"That's why she hightailed it out of here instead of waiting for Ruby," Weiss realized. "She trusted the Water Tribe to slow us down. But where would she go?"

"Where Heaven and Earth meet," Raven replied.

As the four members of Team RWBY glanced at one another in confusion, Raven explained. "I first learned of the story I was searching for at the peak of a mountaintop, said to be the tallest mountain in the world. The Skyspear Peak. It's supposedly where Earth and Heaven are intertwined, so it's a sacred place to people from many nations. Air Nomads, Earth Empire, what have you. But more importantly, it's said to have been built by ancient earthbenders above something. _Around_ something. The entire mountain is the prison."

"For what?" asked Yang, unable to conceieve of something that would need a whole mountain to imprison it.

"Something bad," Ruby said, knowing the answer instinctively. "Very bad."

"The exact knowledge is lost," Raven added. "But it was said the ancient earthbenders who did eventually migrated inland, and found their way to the desert."

"Let me guess... the ancient sandbenders?"

A smirk worked its way across the face, so like Yang's. "Now whatever makes you say that?"

"Call it a hunch," the blonde firebender retorted.

"Then we have to get there swiftly," Weiss said. "To this place where Heaven and Earth meet. And stop this Salem before she can do more damage with... whatever is there."

"How do we get there though?" asked Yang. "We only brought one motor boat, which isn't enough for all of us, and most bigger boats are too slow to make the trip. We'd have better luck travelling by eel-hound."

"Air ships are too slow as well," Blake added. "A good zepplin would take days, and we don't have days."

"Uhm..."

Five heads snapped around at the one standing on the edge of their conversation. Shirking under the looks, Penny faltered momentarily, but quickly regained her confidence.

"I might have a way."

* * *

"We're giving it the official name Screwdriver," Penny said, ripping off the tarp with a flourish. Beneath lay a masterpiece of modern engineering. A bi-plane, sleek in design, with very modern, steel infrastructure and a polished hull that was practically gleaming. It was a dull red in color, with brighter highlights, particularly around the nose. If anyone happened to notice the color seemed close to the same as the cloaks of certain aibrenders (in particular, the one standing in the room with them) no one made any comment.

"..."

"Why'd you name it Screwdriver?" inquired Weiss, puzzled by the name. It wasn't exactly the typical sort of thing you'd name a ship or plane.

"Well the Sky Wrench was taken," Penny said with something of a pout. "They've been calling it Nuts and Dolts during the production stages, due to how much people have had to tear it apart and put it back together properly, but..."

"Enough," Raven barked. "It doesn't matter what't it's called, just that it gets you there in time. And time is of the essence."

"Right, Team Ruby, please have your boarding passes and watch your head as you enter the airplane," Penny said, bending slightly at the waist and hand extended, sounding slightly mechanical as she reached for their non-existent tickets.

Ruby chuckled as she boarded the plane, flashing Penny a grateful smile. It was nice to have people to rely on. She eagerly climbed into the bi-plane, and Blake was moments behind her, strapping herself in tightly with the harness provided. She had a feeling she was not going to enjoy this.

Ciel spotted one possible flaw in their plan.

"Ma'am, the Screwdriver only seats five... how are the others going to get there?"

Penny turned to her. "I'm counting on you for that," she said, tossing her a pair of keys. Ciel caught them effortlessly, even as she blinked in confusion. "I want you to take the fastest zepplin we have, head to Beacon, and pick up anyone there who can help, then meet us at Skyspear Peak."

"I'll come with you," Raven assured her. "I've already sent a wire to Beacon, convincing the other members of the White Lotus in Beacon to organize. We shouldn't be long behind you."

Mid-way into the bi-plane, Yang paused. "Others? Mom, what are you saying?"

But the raven-haired beauty just smirked.

"We can catch up on the family drama later," Weiss said, gently pushing Yang inside of the plane. "Get your seat or we'll strap you to one of the wings!"

Grumbling, the blonde firebender did as told, strapping in across from the Ice Princess. But she resolved, soon as the world ending crisis was ended, she was going to get some real answers out of Raven. One way or another.

* * *

Finally, Team RWBY was loaded into the Screwdriver, and Penny settled into the cockpit, strapping herself in and flicking switches. "Tower, this is Screwdriver, tailsign Romeo-Whiskey-Bravo-Yankee. Taking off now, please clear the skies for us."

Starting up the engines and making the plane start to vibrate and hum with mechanized power, Penny watched as the groundcrew removed the chops, and then gunned the motor, pushing forward on the accelerator. Idly glancing at the rearview mirror beside her, she saw the rest of Team RWBY in various stages of distress and excitement, clinging to their harnessed seats and ready for take-off. She did not disappoint, kissing the ground goodbye and rocketting them high up into the air. Within minutes they were at cruising altitude, and Penny smiled.

She was no airbender, yet now, she was flying like one.

* * *

While Ruby and her team flew after Salem in an effort to prevent her plans, the world continued to turn on its axis, as events took place that continued to shape it. Here, now, during Harmonic Convergence, the world was at a turning point. A critical period which would determine the next ten thousand years of existence.

Would the world be plunged into a darkness so deep and terrible that no light would escape? Would the Grimm overrun the world and purge it on behalf of its new Mistress, the Dark Avatar, the antithesis of life and hope? Or would it be doom and destruction for all these things, and light and dark both cease to be in the wake of Merlot's Comet and the prophecy?

The next day... the next few hours... would tell.

* * *

Even the fastest airplane in the world still took a few hours to fly all the way from the North Pole to the Skyspear Peak. They had to brush across the edge of Beacon Airspace to make a direct route for it, but thankfully the skies were clear, and they made good time. That time was spent by the crew of the Screwdriver in tense silence, unsure of what to say. Each member of Team RWBY was deep in contemplation of just what they were getting into, and unsure of how to deal with it. Except the way they usually dealt with their problems: head on.

"There it is!" Penny reported.

Unstrapping, Ruby climbed out of her seat to lean over the cockpit chair, following Penny's pointing finger. Indeed, in the distance, they could make out the mountaintop, its tip piercing the sky, cutting through clouds as it grew closer in the distance.

"Can you take us higher?"

"Alright, hold on!" Penny replied, drawing back on the controls.

The Screwdriver flew higher, heading up through the fluffy clouds and then above them, cruising far higher than any air vehicle had ever reached. Indeed, only air bison and dragon riders had ever been this high before without the ability to bend air. It was breath taking. So was the view of the Skyspear Peak, a meeting of Heaven and Earth on a snow capped peak like a white spear tip. Marred by a stain of black near the top.

Leaning over Penny's shoulder, Ruby pointed out the window. "There's Salem!"

Nodding, their pilot angled the plane to a different trajectory. "I'll angle us around and try to land as close by as I can... it won't be easy with this terrain though."

"No, keep us high... I'll get out here. Then you can land," Ruby instructed her, climbing back into the bulk of the plane and reaching for the door latch. Yang's hand quickly closed over hers.

"What are you doing?!"

"Ending this!"

Ruby twisted the handle and the door snapped open without warning, buffetting all occupants of the plane as it lurched dangerously to the side, cabin pressure lost. Ruby didn't even really need to jump, she was all but sucked out of the plane and narrowly missed the tail fin as she went into free fall. Yang managed to yank the door closed before they lost more cabin pressure, and Penny was able to bring the plane quickly under control, but by then Ruby was in free fall.

Fortunately, Ruby was an airbender. And she had an ace up her sleeve. Or rather, in her cloak.

"Time to test out these modifications, Penny," she said, hoping and praying that they'd work and she wouldn't regret this. With that, she thrust her hands into a concealed pocket in her cloak and caught her feet against the tail end of it. Near-invisible wires caught and pulled, and she was caught on an updraft on her makeshift sail. She blew out her lips, puffing up air to further control her descent, and in moments was in full control, speeding towards the peak where the Dark Avatar awaited her. Indeed, to Salem it seemed as if a red blur was speeding towards her until Ruby rolled mid-flight, flung out her makeshift cloak glider to its full length to halt her descent, and dropped down the remaining few feet to land on the snowy peak before Salem.

"Well well... this is unexpected. You're early, Avatar."

"And you're going down, Salem!"

A grin graced her bloodless lips. "I think not."

Ruby threw an airbending slice, but Salem sidestepped, letting it harmlessly pass her by. Before the young Avatar could make another attempt, however, the ground seemed to shake beneath her feet.

"What the...?!"

Salem glanced skywards, grinning as the whole sky seemed to turn blood red. "Ahh... it's time."

Following her gaze, Ruby saw a bright flare of orange streaking its way across the sky. Though she had no way of knowing it, this was Merlot's Comet, making its prophesized return and bringing doom, death, and despair in its wake. All across the world, people marked the portent of destruction, and gave in to dark emotions. Fear, anger, despair. And these in turn fueled the Grimm, creatures that fed off of such feelings. Were forged of such feelings. And none more so than the First.

Salem grinned, throwing up her palms, fingers trembling as she summoned the full might of Zoa, fueling her waterbending, then thrust her hands downwards. The entire mountain top seemed to shudder and shake beneath Ruby's feet.

Then came an awful cracking sound, and the mountain seemed to shudder and split. The ground beneath their feet parted as huge, jagged crevaces opened in the side of the peak, shaking it down to the very core. Like an egg splitting open.

One such crack fell away in the form of an avalanche of boulders and snow, revealing something beneath. Not just shadows, but darkness. And the darkness parted in two directions as a great huge _eye_ opened, red and baleful, malevolent and full of hate.

Another shudder of the peak nearly threw Ruby off the side of it, but the beast was emerging from the opposite side, leaving parts of the mountain still stable as great limbs erupted out of the rock, blacker than night and larger than a skyscraper. Huge forepaws held claws longer than spears, while its wings stretched out behind its back, almost blotting out the sun beneath their shadows. It stood upright on a pair of hind-legs, the design was primarily draconian, but covered in wicked bony spikes, erupting out of the scales at almost every conceivable spot, most prominently a line of them running down its spine. Its head was predominantly bone white and massive, with a jaw that could swallow up a teamful of ostritch-horses with room to spare, and lined in so many teeth it nearly split its head in half. Each side of the head bore a trio of crimson eyes, looking in all directions, seeking the hateful sight of life that its sole purpose was to destroy.

That would have been terrible enough, but far worse was yet to come.

As the Great Grimm stepped forward, making the ground shake beneath its mighty footstep, its scales seemed to pulse and shift all along it's black form. Drops of darkness dripped down from these spot on its body, hitting the earth far below. As soon as they did, the darkness coalesced into familiar shapes. Beowolves, Ursa, Taijutu, Aggromantulas, Gryphons, Creeps, Tankocerous, Nevermores, Nightmares, Boarbatusks, even Goliaths. The many different forms taken by the Grimm. And all of them coming from the mightiest of them all, towering high above.

The Great Grimm. The First. The Source of Darkness. The End of All Living Things.

It roared, and the ground shook. Ruby covered her ears, but Salem looked positively estatic, gazing at the great destroyer in undisguised awe and reverence. This was her deity, her God, the personification of what she worshipped: death and destruction.

"Nothing can stop us now," she intoned. "Go, mighty Jormungander... and bring about the End of All...!"

Something collided with the back of her head, and the Dark Avatar's eyes widened as she felt something soft, cold, and slushy dribble down the back of her neck into the fur of her cloak. Her neck creaked as her head turned, like the snapping of dry twigs, and her crimson gaze settled on the young Avatar, glaring at her audaciously. Had that little brat just thrown a _snowball_ at her?

"Do you honestly think you stand a chance of defeating us?" she purred, even as her eyes lit up like hot coals. "You cannot."

"I don't care what you say!" Ruby retorted. "We will stop it! And I _will_ stop _you_!"

Salem scowled, throwing a water whip the Avatars way, even as young Ruby threw down an airbending slice to knock the liquid away. Darkness and Light collided as the two vessels of Zoa and Oum clashed.

There could only be one victor in such a duel.

* * *

True to her word, Penny found the first semi-stable runway she could and the Screwdriver disgorged the rest of her team to back up Ruby in her fight against Salem. However, the remainder of her team hadn't been counting on the unleashing of an almighty Grimm dragon, especially not one easily hundreds of meters high. They might well have been gnats before a terrible beast.

Blake, Yang, and Weiss exchanged looks, then grimly stood their ground, ready to give their lives if it meant slowing the dragon down and giving the other defenders of the world more time.

Rearing back its head, the great beast roared, and fire and lightning seemed to charge in its throat, preparing to unleash them upon the girls...!

... when suddenly a blast of fire impacted the side of its head, and the mighty Grimm roared in agony, stumbling. From out of the cloud cover, a ship emerged. A zeppelin, with the Future Industries logo, a simple clockwork gear, emblazed on the side. Penny's company. But what was it...?

As they watched, a custom hatch on the side of the zeppelin opened up, revealing that the interior of the vehicle was mostly a hollow space. Likely, designed for transporting cargo. However, instead of heavy crates it was full of people. People Team RWBY knew. They even recognized them, even from this great distance.

The ever-present sunglasses of Coco Adel, who flung fire faster than most could blink. The graceful form of Dew Gayl, an airbender with a skill at creating miniaturized tornados. The pink highlights of Neon Katt, the trickster and performer who sparked many a conversation with her rainbow fire acts. Even the likes of the dark Sage Ayana, sturdy as as a boulder. Students of Beacon. Friends. Allies. Benders of every nation, background, and type. They were here to stand with the Avatar and prevent the end of the world. The Grimm Dragon was indeed a monsterous opponent, and even Ruby had to admit the power of the Avatar wasn't enough to beat it alone.

But she wasn't alone. Not anymore.

"Alright boys, you know what to do..." declared Coco, flicking her hands and lighting up tiny flickers around her fingertips.

"LIGHT 'EM UP!"

She and a quarter of other firebenders took the railing and unleashed a combined blast of fire that washed over the Grimm Dragon's head, provoking a roar that shook the very skies. Meanwhile, the back of the airship opened up as airbenders took to the skies on staff gliders and wingsuits and all manner of methods for traversing the open air. They were quickly followed by others who tossed down a number of ropes, rapelling down to the ground. Earthbenders struck first and struck hard, upheaving great huge chunks of land to serve as a natural barrier, as well as allowing water to flow more easily inland in a series of broken inlets. Quickly the waterbendrs grabbed up any liquid they could and slung it through the air, freezing it into an array of death for the Grimm.

Two waterbenders, Nebula and Reese, threw up a swell of water and dispersed it into a fine mist, covering the battlefield with a cold cloud cover, obscuring sight of the Grimm and slowing down their assault. It didn't reach nearly high enough to do the same agaist the Grimm Dragon, but against its continually spawning Beowolves, Ursa, Boarbatusks, Creeps and Taijitu it was most effective at slowing them down.

Team CRDL hit the ground next, like a meteorite with their heavy armor. At their head, Cardin stood up and cracked his knuckles, spoiling for a fight.

"Let's get this party started, boys!" he said, leaping forward and punctuating his remark with a huge blast of hot fire. The rest of Team CRDL followed suit, sending strong, fast attacks regardless of style that cut through the mass of darkness like a hot knife through butter. The foursome of armored warriors took the lead as others fell in behind them, blasting with fire, crushing with rock, spraying with water or bowling over with gusts of air.

Team BRNZ and Team NDGO flanked them, adding to their firepower, and for a while, it seemed as if the darkness was being driven back.

* * *

Wasting no time with posturing or testing her opponent, Ruby went into the Avatar State immediately, and flung herself forward into the fight, drawing on all of the elements in the hopes of overwhelming Salem with sheer crushing power of the Avatar.

Unfortunately, such was not to be.

Salem was also powerful, merged with Zoa as a Dark Avatar, and a crafty opponent besides. And her element, water, was in vast abundance on the frozen peak of the broken mountain. She met Ruby's attacks blow for blow, the two of them speeding across the cracked and twisted landscape, floating on spheres of spinning air or else columns of swirling water. Clashing again and again, separating for a moment then coming right back in for more.

For a while, it seemed both opponents were evenly matched. Uncomfortably so. Ruby's raw power was matched by Salem's experience.

But then, in one fatal moment, it all fell apart.

The Dark Avatar snapped out a water whip that wrapped around Ruby's wrist, over-extended from a fire blast, and yanked her forward through the air. Giving a yelp, the young Avatar went tumbling through the air, only narrowly turning and twisting her body to slam down on her feet into the ground, sending cracks through the rocky surface as she stood her ground. Salem was on her in an instant, water encasing both of her arms up to her elbows, and Ruby grappled with her, grabbing her appendages before they could strike.

But that was exactly what Salem had been hoping she'd do. In attempting to ward off Salem, Ruby had actually allowed her to grasp her hands in the same grip and tighten, preventing her from bending... or escaping.

Neck cracking, Salem twisted her head so that her throat was an open tunnel, and a tendril of shadow emerged from it. Zoa, the Spirit of Darkness, reaching out to grasp Ruby's face, even as she spit and hacked, twisting her head, trying to throw them both off. But she was helplessly overwhelmed, unable to do anything as the shadows poured down her throat. The harm to her physical form was negligable, but the damage to her spirit...

... for when the tendrils returned, they drew with them the shimmering, beacon like figure of Oum, tearing them from Ruby and flinging them aside. Weakened by the assault, the Spirit of Light fell to the snowy ground like a kite with its strings cut.

Likewise, Ruby fell to her knees, unable to support her own weight.

The Dark Avatar, however, ignored the girl in favor of the Light Spirit. Salem glared at the hateful counterpart of Zoa, finding its essence offensive to her eyes, so long accustomed to shadows.

"Now... it ends...!" she threw up her arms then brought them down in a chopping motion, and a whip of water impacted hard against Oum, making the Light Spirit shudder.

Nearby, Ruby also shuddered, still linked with them. To her horror, she saw a vision of Avatar Ozpin, watching with solemn gaze, and in an instant he was blasted away into nothingness.

Salem struck again, more viciously than before, and again Ruby and Oum flinched as one, the pain far deeper than mere physical as their souls suffered catastrophic damage. Amber now was seen, hard-eyed and dignified in her Kyoshi outfit and face paint, before she too faded away.

"No...!" Ruby murmured weakly, reaching for Oum.

Again and again, Salem struck, harder, faster, more viciously than the last time until she was in a constant wave of motion, and Ruby's pained reactions melded together into a single cry of agony as each and every Avatar before her was viciously torn away.

" _Stop_...!" she pleaded.

And so the Dark Avatar did stop... with her singularly, rapid-fire attacks. Now, instead, weaving her arms in the air and flexing her pale, spider-like fingers, she condesced the water at her command into a powerful spiral drill, and sent it crashing down onto the Spirit of Light with such force that Ruby screamed. Tears streaked down her cheeks as she beheld all of the previous Avatars vanish, lingering only a moment on the first and last, Monty, who gave a sad smile before fading away. Within moments, the Avatar Cycle was completely broken. Oum faded into nothingness as Ruby slumped onto her back, scarcely able to breathe, and with a new, horribly awful sensation.

For the first time in her life, whether she had realized it or not, she was utterly alone.

The Avatar was no more.

* * *

 **Authors Notes:  
** Obviously, the Great Grimm is partially based on the Dragon from the Volume III finale, though I bumped up his size a bit to make him the penultimate member of the species, which of course we haven't seen yet in RWBY canon (so far as we know). He's also borrowed some characteristics from the Red Death and Godzilla to make him extra interesting. And the name Jormungander is from Norse Mythology... the World Serpent who during Ragnarok will bring about the End of the World as we know it.

Like Korra before her and even Aang for a time, Ruby needed to be cut off from the former Avatars and even the Spirit of Light to remove her safety net and force her to find her own strength, as if any of us doubted she had it. It was also, in a way, another farewell to Monty Oum, who created RWBY, and whom we all still terribly miss. But his work lives on.


	24. We Are One

They all felt it. Every one of them.

On a deep down spiritual level, in their guts, in their souls... they all felt the Spirit of Light be destroyed.

The more spiritual ones of them felt it the worst. Lie Ren clutched at his chest, feeling his breath grow short. Velvet stumbled mid swing, her water splashing down onto the ground before she could gather herself together and press on again. Pyrrha actually felt her heart stop for an instant, dropping down onto one knee as Jaune moved to her side to support her. He felt it too of course. He might not have known what it meant, but he knew it wasn't good.

And he had a sneaky suspicion things had just gotten a whole lot worse.

* * *

As Ruby slumped to the ground and Oum faded into so much nothingness, Salem relaxed, feeling her victory finally at hand. With the Avatar gone, any remaining threat to her or her Grimm was removed. And with them, she would wipe clean the plague on the realms known as man, down to every last man, woman and child.

Strolling away from the downed Avatar, still prone on the ground, Salem stepped to the edge of the cliffside, turning to watch the destruction below. The Great Grimm roared, the sound echoing off the broken landscape, but to her surprise, the defenders of the world hadn't been crushed, nor were they fleeing from it in abject horror. They were still fighting. Indeed, it looked to Salem as if they'd even managed to do some damage to Jormungander, though it was negligible compared to the beast's great regenerative power. Any wound they inflicted was healing almost as quickly as they made it.

Yet they kept fighting.

They actually thought they could _win_ , she mused. It would have been hilarious if it wasn't so _pathetic_.

"Enough of this," Salem declared, raising up her hand. She'd swat aside these insects, then she and the First Grimm would tear the world down to nothing. Then, and only then, would she be able to rebuild it into a more suitable image: hers.

Before she could begin, however, she felt something strike the back of her head. Again, she felt the sensation of something breaking apart, cool slush dribbling down the back of her head into her furry cloak, and turned her head to glare at the young girl standing against her.

Again, Ruby had thrown a snowball to get Salem's attention. She was breathing heavily, one eye closed and the other heavily lidded, but she was standing. Albeit on very, very shaky legs. The air stirred around her, she evidently still had a measure of her airbending left, the element she'd inherited from her mother. From Summer Rose. But that was all she had. Salem was unimpressed.

"I won't let you... I won't let you hurt anymore people," she said. "I'll stop you."

The Dark Avatar spared her a contemptuous glance. "I... will _extinguish_ you," Salem promised, deciding it was time to rid herself of the Last Avatar.

Ruby glared up at her, barely managing to find the strength to hold to her feet. A body moved to her side, supporting her, and Ruby looked up to see her favorite Ice Princess, glaring coldly at the Dark Avatar.

"If you want her, you go through me," she promised, her voice colder than an arctic breeze.

"That goes double for us!"

Blake and Yang landed on either side of the battered Avatar, forming a protective semi-circle as Ruby felt new strength flowing into her. Hope was rekindled in her heart, seeing her friends here, by her side. Fighting the good fight. Together, they could win.

Across the way, Salem's burning eyes narrowed to mere slits of baleful red.

" **SO BE IT.** "

* * *

With most of its passengers disgorged, the Future Industries Zeppelin had begun a controlled descent towards the level ground below. Unwilling to wait, Ciel Soliel had given directions to the crew to finish landing, and made her way down to the cargo hold and the final (indeed only) piece of cargo there.

Climbing inside and strapping down, Ciel powered up the mecha suit Archangel prototype she and Penny had been working on, and pulled a lever, letting it drop the remaining three stories from the air ship down to the ground below. It landed with an earth-shaking thud, but Ciel barely felt it inside the cockpit. It was well insulated from exterior force, a marked upgrade from the old Paladins, which shook the drivers up like nobodies business.

Pulling a lever and opening the hatch in front, Ciel was pleased to see Penny standing there, still in her flight suit and ready to do some damage.

"Thanks for coming to get me," she said, hopping nimbly into her own seat and strapping down some seatbelts. Ciel helped her with the start-up sequence.

"Engine?" Penny called out.

"Purring," replied her faithful assistant.

"Gauges?"

"Online."

"Generator?"

"Check."

"Interfaces?"

"Double-check."

"Arsenal?"

"Stocked."

"Gyroscope?"

Ciel glanced at the instrument, on the fritz, and thunked her elbow against it. It lit up. "Check," she confirmed.

"Alright, let's do this!"

The two of them turned as the Archangel took a lumbering step forward, onto the edge of the fray. Beacon benders stepped aside to let the metallic defender through. Through her viewscreen, Penny could make out the encroaching horde of Grimm. It was like a mass of shadows covered in gleaming sharp teeth and glowing red eyes.

"Calculating the odds of us surviving this at... practically zero," Miss Soliel stated, her hands trembling as she clung to her controls. By contrast, her friend/employer looked positively thrilled.

"Oh well, you know the old saying," Penny said, a light shining in her eyes.

Ciel Soliel did, but she grimaced, even as she started it up. "In for a penny..."

"... in for a pound," the heiress finished, twisting two levers and having the Archangel slam its closed fist into its open palm. A clang of metal on metal made even the encroaching Grimm pause, but by then of course, it was far too late. The whole of Future Industries weapons division had been poured into the Archangel prototype to ensure it was easily the most destructive, lethal fighting machine in existence.

And Penny Polendina was at the controls.

* * *

With the battlefield invariably thrown in a multitude of directions by the sheer volume of benders and Grimm and soldiers involved, it was only a matter of time before they had to fall back and regroup. Ducking behind a ridge, Jaune pulled Pyrrha along to safety, narrowly missing a Nevermore as its talons snapped just over her head. She still wasn't having much luck spotting flying opponents before they got too close.

Who he saw on the other side, however, caused him no end of relief.

An air nomad in dull greens and yellow robes, with eyes of fuschia and a matching stripe in his hair. And beside him, a fire national with electric blue eyes and a manic grin. Jaune gave a start at the sight of the pink-clad chi-blocker beside them, but Ren swiftly threw up a hand to block him.

"It's alright..." the young airbender assured them. "She's with us."

Neo gave a dainty curtsey in response. The others shrugged, unwilling to turn down any help, particularly since the First Grimm was coming back around for more, throwing out wide its expansive wings and giving a roar that seemed to shake the very earth beneath their feet.

Team JNPR, and the other Teams of Beacon, stood their ground.

"Call it, Jaune," Cardin requested, deferring to superior team strategist.

Nodding, the blonde warrior considered his options before declaring his intentions. "Cardin, Coco, take the firebenders up along that ridge. Light the sucker up and aim high, go for the eyes. Velvet, Nebula, you've got the ground. Freeze it. Slow down the advance of the Grimm horde. Anyone who can fly, get airborne and keep them distracted, fly crazy and keep their attention on you. Go!"

The various benders of Beacon scattered, following instructions to the letter. Lesser Grimm loped and swoped after them, but they were no match for such well trained students. Soldiers of the Empire began to form defensive lines, working to drive back the forces of darkness. Leaving Team JNPR to handle means of breaking them up into more managable forces. To say nothing of dealing with the dragon itself. Fortunately, Jaune was ready for that. It was time for team attacks.

"Ren, Nora... Sunshine!"

Nodding, the two benders went charging down the hillside towards their foes. When they reached a sufficient point, Ren clasped his hands together, and Nora hopped into them. He hurled her up into the air, and skyward she went, then coming down with a burst of flaming in every direction, scattering Grimm and leaving them easy pickings for others.

At least, most of them. A pack of Beowolves saw an opening and charged across the field towards Pyrrha and Jaune. They shared a look, then immediately knew what to do. He called out the attack name.

"Pyrrha, Clay!"

Throwing down his water in a wide splash across the frozen ground, he helped to liquify the surface as Pyrrha dropped down, palms on the ground. Between the two of them, they quickly turned an entire field to deep mud. The pack went stumbling right in, howling and slashing at the air as they sloshed through the thick substance. Once they were firmly entrenched, Pyrrha quickly twisted her hands and soldified the mud into thick earth again, capturing the Beowolves within and leaving them helpless.

Keeping the Great Grimm on the defensive, Arslan of Team ABRN and Octavia of Team NDGO sent out bursts of flame along the sides of its head, forcing it to retreat to cover its sensitive eyes from the eruptions of fire. It slowed it down, but the First Grimm wasn't so easily cowed by what it considered to be insects. Moments later, it was the two firebenders who were diving for cover as the beasts breath rippled across the sky like a downpour of destruction. Fortunately, their earthbending teammates, Nadir and Gwen, threw up a rocky wall to divert the blast of fire over their heads. When it started to buckle under the sheer force of the blast, Sage and Dove dropped down with them and threw up additional earthen columns to reinforce the barrier. The heat was oppressive, but they lived through it.

The red skies were just as chaotic as the ground floor, as Nevermore's dove after airbenders who'd taken to the skies. Poor Bolin had his glider clipped and was set to be a Nevermore's snack when the huge hurricane whipped up. At its epicenter was Gayl, guiding the other airbenders around her to funnel the tornado higher and higher. The great winds began to batter at the Nevermore's and Dreadwing's trying to dominate the sky, scattering them, making them easier prey. It even stirred up enough dust and snow to drive back Jormungander again, forcing it to re-focus its attention elsewhere before it could come back for another attack.

Penny and Ciel were still cutting a swath of destruction across the battlefield, pausing only as a Goliath came thundering across the field to meet them. Their Archangel caught it by its tusks, halting its advance (though only with some difficulty) as they tore up huge furlows in the ground. And then they held it in place while the nearby benders attacked its vulnerable sides, tearing the huge beast into more managable fragments.

By the shore, water-dwelling Grimm were spawning into being from the droplets of darkness oozing from the hide of the First Grimm, creating Megaliths and Kraken which churned the waters in a frenzy of feeding. One of the later, a huge Kraken with four tentacles and a maw of sharp teeth, beached itself on the shore, grasping up a pair of waterbending girls and yanking them towards its mouth. Hot flames quickly dissuaded it of its horrific hunger, freeing the girls as Scarlet dropped onto the shoreline, ushering them to safety. He only made himself the next target, however, as a slick length of black tentacle wrapped around his ankle and hoisted him skywards.

The tentacle whipped Scarlet through the air, and under ordinary circumstances he might've panicked. But he was remarkably calm as he threw down a firey slice and cut off the limb just below his foot, freeing himself. He was flung clear, tumbling end over end through the air, until he shot hot flames from his palms and feet, and quickly steadied his descent. Indeed, he landed with almost Air Nomad grace back with his teammates, joining them on the next assault on the Kraken. A trio of Ursa rose up as Sun and Neptune ushered on a platoon of Earth Empire soldiers. They were the first wave, the rest of the military was on its way by now, but it wouldn't be here anytime soon.

May Zedong fired off an icicle with a sniper's precision, spearing an Ursa Major threw the eye and blinding it, leaving it vulnerable for the rest of her teammates in BRNZ to finish off.

Neo danced out of the way of an advanced Aggromantula's sharp fangs, letting it crash into a fissue in the ground, missing her entirely.

Three waterbenders combined their might as they spun in a circle, sending a crashing wave of water across the battlefield to crash into the Great Grimm's legs.

Coco and Velvet went back to back, hurling fire and ice in every direction as Creeper Grimm encircled them.

Having found himself a moving target, Sun merrily zipped across the field, kicking up dust as the Boarbatusk gave pursuit, unable to quite catch him.

And all the while, the benders of Beacon and beyond kept up the fight, doing their best to halt the encroaching darkness and defend their world. They were outnumbered, they were outmatched, but they were still fighting. They knew to falter here would be to perish, and none of them had any interest in that sort of outcome.

The Great Grimm gave a titanic roar, answering their bravery with raw animalistic rage.

* * *

Yet despite all their efforts, the beast still stood, and they were rapidly being overwhelmed. Benders of all nations were falling, some screaming in agony as Grimm descended upon them. Others did not even have that luxury as the great Grimm turned its firey breath upon them, reducing them to ash. And the longer it stood unopposed, the greater the concentration of enemies became. Not only from its continually spawning fresh ones, but the battlefield was drawing ever more Grimm to its fringes from all across the continent.

Sheltered behind a high rise, Jaune grimaced as he watched another team fall, but held his ground. There would be no where to run if they tried to escape now. No, their only options here were victory or death.

Jaune spared a glance over at his teammates. Well, at least he had a reason not to die today.

"Get ready!" he said. For what, he had no idea, but it sounded like a good thing to say. He was about to enact some sort of stupid plan like a full frontal assault, when the earth shook again. And that gave him pause, because for once it wasn't a result of the Great Grimm moving. Indeed, the huge beast seemed equally puzzled.

"What... was that?" Jaune asked.

"Earthquake?" suggested Ren. Nora shrugged beside him.

Dropping to one knee, Pyrrha laid her hand on the ground, closing her sightless eyes for a clearer view. Another thud, and a shudder echoed through the ground, giving her a clearer picture. But she still couldn't believe what her senses were telling her. Instead, she just pointed, hoping someone would correct her. It was simply too fantastic to believe.

The others, following her gaze, saw off to the edge of the waters, where aquatic grimm circled in battle with waterbenders still lingering by the shore. But both groups had parted to give way to a massive island that was _moving_ through the water, speeding towards the shore at an incredible rate, kicking up huge white swells as it reached the shore.

"Is that an... an island?!" Nora cried.

Jaune nodded dimly.

"Looks like," Ren added, equally stunned.

But they were wrong, all of them. "That's no island," Pyrrha whispered.

Indeed it wasn't. It wasn't an island. That was only the shell.

As the weary defenders watched, it continued to rise up out of the water, waterfalls descending from the sides of its shell as it rose up onto all fours legs, crawling out of the ocean and onto dry land, rising up fully once on solid, stable earth. A monolithic beast easily as big as the First Grimm, but cast in many shades of white and pale blue instead of black, squat and short with (comparatively) stubby legs, each still easily bigger than an airship. Its face was compact, but it held a great shaggy mane of ivory strands, disappearing into the rolling forest of snow-covered trees on its back. And equally descending down from its mighty maw in front of its face.

It was a Lion-Turtle.

And though they did not know it, one of the very oldest. One who had seen empires rise and fall, nations and kingdoms come together, even the very discovery of bending itself.

The great Grimm flung out its wings, giving a challenging roar, and the Lion-Turtle returned it with a rumbling growl that seemed to shake the ground itself. As the two beasts approached, however, a third party intervened, and a great blast of fire, focussed into a beam so tight it was almost like a laser, burst furth from the Lion-Turtle's back. It struck the mighty grimm dragon dead center of its chest, forcing it back, howling in agony.

"Sorry we're late!"

Jaune glanced up as something swooped overhead, and an air glider snapped shut, allowing its rider to drop down beside him. A gray-haired man in equally gray robes, sporting a red cloak that looked similar to Ruby's, save that it was frayed at the edges. A necklace had been wrapped around his arm like a band, displaying a symbol: a white lotus on a field of gold.

"But you know how Lion-Turtles are... they're kinda on the slow side," he said, as if stating the obvious.

Feeling a humorless chuckle escape from his lips, Jaune could only shake his head, watching as a fresh wave of defenders made their way from the back of the beast and into the fray. He recognized the Headmistress Goodwitch well enough, weaving waves of destruction in and out amongst the lesser grimm. Professors Port and Oobleck, wielding fire and air at her sides. It took him only a moment to recognize the flaxen-haired firebender and a dark reflection of Yang Xiao Long sweeping the edge of the battlefield, obviously parents of the sisters he called friends. And others besides.

The gray man crouched down low, rubbing a hand against his scruffy beard.

"Listen, I don't suppose any of you have seen my niece?"

"Niece?" asked Nora.

"Well if there's trouble, she'll be in the thick of it," the scruffy man replied.

Jaune instantly understood. "Ah, you're looking for Ruby."

* * *

Batting aside a fireball like it was a fly, Salem sent a crashing torrent of water flowing across the ground to engulf her firebending opponent. The Schnee heiress dropped to the ground in a crouch in front of the blonde, thrusting her hands forward together, then spreading them apart. The water likewise flowed around them harmlessly. A trio of rocks came flying through the air, and Salem slid herself across the suddenly ice-like ground, dodging them as Blake kept up the attack, trying to keep the Dark Avatar on the defensive. Speeding across the ground, the daughter of Summer Rose swept her leg and sent a gust of wind slicing across the ground, trying to knock Salem's feet out from underneath her. She vaulted herself skywards, dropping back down after the attack had passed, then spun on her heel, sending a water whip that grabbed Ruby's ankle and yanked forward, throwing her careening through the air, nearly to crash into Weiss. Only Yang's quick intervention and reflexes helped her to catch Ruby before she creamed the Ice Princess.

Individually, Salem was on a whole other level. None of the girls could beat her alone.

But the thing was, they _weren't_ alone.

Their teamwork was their strength, and their elemental attacks complimented one another as they unleashed air, water, earth and fire upon the Dark Avatar, pressing her back despite her best efforts to bring the battle to a swift, decisive end. Every time she pressed forward with an advantage, they flanked her from both ends, forcing her back on the defensive. Her attempts to cut down one of the weaker elements of Team RWBY were equally thwarted. The team was a living, breathing organism. Each elemental strength complimented one another. It thus _had_ no weak links to exploit.

Eyes burning like crimson suns, reflecting the comet soaring overhead, Salem threw a rapid series of icicle spears that forced the four girls to duck and dodge out of their way, rolling along the ground to avoid being impaled. Weiss, however, caught one and easily melted the frozen water back into liquid, sliding it around her figure and sending it back at Salem with interest, slamming her in the gut with a decisive hit. The Dark Avatar was sent crashing to the broken ground.

Salem lurched to her feet with unnatural fluidity, eyes burning red as she beheld Team RWBY.

" **Enough of this** ," she hissed, her voice echoing with Zoa's influence.

* * *

Now with support from the White Lotus and an arriving army brigade personally lead by General Ironwood, the remaining benders of Beacon felt hope surge in their chests, and did not hesitate to unleash their respective elements against the forces of Darkness. Lesser Grimm were sent running in droves, and those who could not escape fast enough were cut down with almost comical ease.

Of greater concern was the First Grimm, however.

Even bereft of its supporting progeny, it was a formidable force of nature, its tail smacking down atop of the Lion-Turtle, all but knocking the equally huge beast on its side. This it followed up by a crushing burst of flame that singed one side of its face and forced it to retreat lest it be permanently scarred by such. The members of the White Lotus who'd been riding it either dove for cover or scattered, joining up with the others.

All but one.

"Alright, beastie..." Qrow intoned, feeling the air begin to hum and vibrate around his bandaged arms. "Let's do this."

Glancing to his side, he nodded at Jaune, who nodded to Pyrrha, squeezing her hand gently. Understanding his instructions, she stomped her foot, and the ground beneath Qrow erupted upwards in a huge swell of rock and ice. It propelled the gray-haired warrior high up into the sky as his long, dark red cape flapped behind him like the wings of some great bird of prey.

Qrow flew through the air like his namesake, swift and deadly, and when he reached the optimal height, threw up his arms and spun in a circle. He lashed out with air as thin and sharp as a scythe. It sliced through the Grimm's throat, spilling blackened blood in every direction as he let gravity reclaim him.

Its roar garbled by pain, the great Grimm spouted one last weak burst of flame from its mighty jaws... before all six of its baleful eyes seemed to roll back up into its head and extinguish. It teetered ominously as its strength began to fail it.

"Oh Spirits... GET CLEAR!" Jaune shouted, recognizing what was going to come next.

Indeed, like a puppet with its strings cut, the great Grimm started to fall forward, coming crashing down against the nearby hillside, nearly flattening an Earth Empire battalion on its way down. Fortunately, they were quick to retreat to a safe distance. So were most of Beacon's benders, as well as the White Lotus members in the vicinity. After the awful crashing sound had faded and the dust and snow started to settle, Jaune dared to risk a look, lifting his head. But he could only watch as the body of blackness began to dissolve into tiny flakes of soot, drifting on the breeze and floating away. The Great Grimm, the First, Jormungander, had been ended. It had taken nearly everything they'd had, but they'd ended its threat forever.

Sighing in relief, Jaune sunk to his knees. It was over.

A flash of light, off in the distance, catching his attention, and he turned to watch. The others swiftly followed. A reminder the fight wasn't over yet. Salem's beast had been dealt with, but the Dark Avater herself was still very much a threat. And Team RWBY was facing her alone.

"We have to help," Jaune said as he climbed to his feet once more, resting a hand on his waterpouch. Half full, and he felt exhausted, but he wasn't going to let that stop him.

"Let's go."

* * *

Her foot came down and the ground shuddered, frozen earth cracking outwards, throwing all of the girls off of their feet.

Raising up her hands, Salem drew the darkness to her, opening her mouth and allowing Zoa to manifest again, burning like a crimson sun from within her throat. His baleful light washed over her as shadows seemed to wrap around her figure, which was growing before their very eyes. Within moments, Salem was nearly a full head taller than her previous height, and showed no signs of slowing. Her clothes melded against her dark frame, which was criss-crossed by the same red glowing lines as Zoa's natural form. The two were merging in a way that Oum and the Avatar had never done. In the end, a new figure towered nearly a dozen feet up above the girls, giving an earth-shattering roar, as Salem glared down at them with burning crimson eyes. She had become the most powerful Dark Spirit on the face of Remnant.

Even so, Team RWBY did not falter. Their eyes flicked to their leader, who arrived at the only sensible conclusion:

"Together! It has to be together!" Ruby shouted.

Without explaining, trusting her teammates instinctively to follow her lead, she threw up her arms and spun them around in a circle. A sphere of wind coalesced around Salem, trapping her inside, compressing her down into a tight fit as quickly as the former Avatar dared. The water witch flung out an arm to try and escape but was swiftly rebuffed and thrown back inside.

Ruby grit her teeth, using everything she had just to hold on, but she was holding.

Catch on quickly to her plan, Weiss flung out her arms away from her body, grabbing up a long length of water, and wrapping it around the sphere and its Dark Avatar prisoner. Adding her strength to Rubys. A ring of rocks and a circle of fire quickly joined them, Blake and Yang supporting their teammates, encircling Salem. Furious, she beat against the elemental sphere, but it repulsed her efforts like it was stronger than platinum. Anger quickly gave way to terror, as Salem recognizing well enough what they were doing. Dark Spirit purification. A technique almost every student at Beacon was taught in their first year, used to pacify Dark Spirits and render them docile.

Against the very incarnation of Darkness, against the combined might of Salem and Zoa, such a pitiful trick would never have worked. Not alone.

But right now, all four elements were being directed against her. Each of the four girls was pouring their hearts and souls into their technique. And maybe some lingering influence of Oum. And it was _working_. The shadows that comprised Salem's new body were melting away into beams of stardust as she howled in defiance. In her effort to sacrifice her humanity and gain greater strength and power, she'd made herself more vulnerable to this, the simplest of bending techniques.

" **RRRRAAAAAAAAAAAAA _AAAAAAAAAAAAAAAAAAAAAA_ AAAAAAAAAA _AAAAAAAAAAA_ UUUUUUUUUUU _UUUUUUUUUU_ GGGGHHHH!**"

The howl of anguish echoed across the icy, broken plain as the last of Salem vanished into the ether, tiny particles of light drifting skywards into they vanished into the crimson sky overhead. Ruby and her teammates, as one, lowered their arms and breathed out slowly, bowing in their respective stances as the elemental sphere dissipated.

Where one had not been enough, four had succeeded. Darkness had given way to Light once again.

* * *

 **Authors Notes:  
** Whew. I've written some big battles in my time, but I think that one takes the cake. All that action in one place, is just ridiculous. Particularly with the Great Grimm and and its own opponent.

On the subject of the Lion-Turtle... originally I hadn't intended to include one, but once again I was inspired by my counterpart Zeroan and their own crossover, where they had a _Grimm_ Lion-Turtle. It got me thinking, and subsequently, I decided I wanted to bring one in on the heroes side of things. And what better way for the White Lotus to arrive on the field than riding on one's back?

Much as I wanted Jaune to be the one to fell Jormungander, I had to give that one to Qrow. To really and truly cement his badassery in the crossover-verse. And because Jaune is more of a strategist than straight fighter.

Next time, the finale and epilogue. For now, Merry Christmas.


	25. Aftermath

The battle had not been without cost.

Though the Dark Avatar and her great Grimm Dragon had been defeated, many benders and non-benders alike had perished in the ensuing battle. Fire Nation warriors, Earth Empire soldiers, Water Tribe healers, even Air Nomads had felt the horrific sting, crush, or savagry that was the horror of war. The remaining Grimm still alive had fled the battle, but they were still out there. Even defeating their source would not end them immediately, there would be many dark years ahead finishing the job.

And even those who had lived would not emerge from the battle unscathed. Many were with physical wounds, but others would carry the scars on the souls for a few longer time. Yang had gained a rather wicked series of burns along her left arm from a mis-timed fire burst against Salem, but she was practically grinning as she let Blake bind her wounds. They wouldn't hamper her ability to fight, and they did look wickedly cool. And Cardin had broken one of his legs, though it looked like a clean break, and he might well recover from such. He'd even foregone immediate treatment so the injuries of his teammates Lark and Dove could be seen to first.

Healers were dispersed to aid those who could be saved, setting broken bones and mending claw and bite marks. Amongst them, Jaune Arc, who was rapidly growing into his role as a battlefield medic. Pyrrha found him guiding some of the other waterbenders on the field throught he basics, then sending them to tend to lesser cases while he handled more serious injuries. It was heartwarming to witness just how far he'd come.

Likewise, it soothed the soul to see some friendships remained unbroken by the darkness, as Penny and Ruby found each other on the broken field, throwing their arms around each other, the taller redhead knocking her former Avatar best friend to the floor with her enthusiasm. Indeed, if she'd still been piloting her mecha tank Archangel, she might've flattened her into a Ruby-shaped pancake. But Ruby was laughing. True, she still felt the absence of Oum, like a hole in her soul she could not quite fill, but she had her team, and many of her close friends still alive. What more could she ask for?

Similar reunions were occurring all around them, from Blake and Sun reuniting with their fellow faunus Velvet, to Weiss finding Neptune relatively unscathed. Even uncle Qrow was there, which prompted both of his brothers daughters to give appreciative hugs at his presence.

"Hey, what's that?" someone asked, pointing to the sky. All eyes followed.

As Merlot's Comet passed out of the atmosphere and the sky once again became dull purple, then bright blue once again, there seemed to be a lingering shine in the air above. Like a tiny lantern, sans an actual framework. A little light that drifted down slowly from high above until it floated down towards Ruby, who held out her arms to catch it.

It was much smaller than it looked up close, its shine starting to dim. Ruby cupped her hands around the tiny spark, so fragile, and breathed out slowly. Blowing on it, coaxing life into it. Everyone nearby began to gather around, watching with baited breath. Like a small flame, the tiny spark began to glow brighter. Subtly at first, and then more and more as Ruby smiled, feeling encouraged. It wasn't just her positive feelings that were feeding the spark, but everyone's. Nor was the tiny spiritual essence drawing on their chi or their emotions, but reflecting them back even stronger than they were before. More than one in the crowd was dangerously close to tears as they witnessed what was happening, sensing without words something momentous was occurring.

Slowly, the tiny ball of light unfurled, like the wings of a great kite, and pale blue highlights appeared on the white light as Oum once again spread his wings and soared up into the air, passing over their heads. For a brief moment, he circled above them... then, most curiously... seemed to shudder and waver, like a cloud on the breeze... before bursting apart like a dazzling fireworks display, turning into a million miniscule beads of light.

Tiny snowflakes of pure light drifted down over their heads, and as Ruby watched, one floated down onto Weiss, landing right between her eyes. It dissipated instantly, but the Ice Princess shivered as a chill ran down her spine, followed by a feeling of warmth and love. Another drifted down, landing on Blake's nose, causing it to twitch as if she had to sneeze. But she instantly felt the same warm feeling flow through her body, and her golden eyes widened. Yang did the same when another touched down atop of her golden mane, feeling stronger and happier than she'd ever felt in her life. Even her scars no longer ached.

A multitude of more dancing lights floated down over the assembled crowd, touching each and every one present. Benders and Non-Benders, Humans and Faunus alike. Many more seemed to be caught on an errant breeze of wind, drifting off onto the horizon until they faded from view. Without knowing how she knew, Ruby just knew they would also become a part of many others whose efforts had made today possible.

"What does it all mean?" asked Neptune, looking up from his hands, which were tingling, just as confused as the rest of them.

Ruby felt she had the answer in her somewhere, and turning to look at her teammates, found it in them. The very first lesson she'd ever received at Beacon: that four became five. That they were stronger together. And that none of them were ever alone. Casting out her silver gaze, she saw everyone else who had come together to thwart evil, and knew the truth as intimately as she knew her own name.

"There's no more Avatar," she explained. "That era is over. But Oum is still with us. Their light continues to shine. A part of them... it's inside all of us now. So in a way... we're all the Avatar now."

Weiss nodded thoughtfully. "Makes... sense," she managed to say without her voice wavering too much.

"This is AWESOME!" Yang agreed, punching the air enthusiastically.

By her side, Blake nodded. A tiny, cat-like smile stretched across her lips.

Throwing up her arms, Ruby gathered up the entire Team RWBY in her embrace, as he four of them laughed and giggled and guffawed, feeling a lightness they hadn't felt since they were children.

The sun was rising on a new era, and it fell to all of them to keep up the responsibilities of the Avatar, to keep the balance and harmony between the four Kingdoms, to keep back the tide of darkness, and to protect the world. There was no more Avatar who could do it with them or for them.

It was on them now.

* * *

 **Thirteen Years Later.**

However...

* * *

In Vale, at Beacon, Ruby had come back to help teach at the prestigious academy where she'd first learned airbending. Now a master herself, she made sure to use her talents to help mold a new generation of benders into the protectors of the world. Joining her on occasion were the other members of Team RWBY, particularly when danger threatened. Though she was no longer the Avatar, Ruby remained their leader, and some whispered she may even replaced Headmistress Glynda when the time came.

* * *

Far north, in the Water Tribe, Winter had ensured a successful trial of Jacques, Whitley, and all of their co-conspirators, including at least three Council Elders. They were summarily imprisoned. She then, however, stepped down from her position, resuming her post as Commodore of the Fifth Fleet and liaison to the Earth Empire. She was succeeded by her younger sister, whom Jacques had never quite gotten around to dismissing as the heiress of his throne. An oversight he was doubtlessly stewing about in his icy cell to this day. Chieftain Weiss Schnee now ruled with a benevolent hand and a gentle heart over the Northern Water Tribe, having entrusted the south to select their own leaders from amongst a respected council of elders. Rumor has it that a member of the Arc family was taking the reins.

* * *

With the majority of the Earth Empire still in turmoil over the surge in Grimm activity, Blake had returned to Kyoshi Island. Not to hide amongst her sisters, as might have been her first instinct, but to gather the Kyoshi warriors and lead them to the mainland to battle back the Grimm and reclaim the land for the people who truly deserved it. They were already making great strides in helping smaller towns and villages the Earth Army might otherwise overlook or be stretched too thin to assist.

* * *

And Yang? After recovering from her injuries in battle, the blonde bruiser had grabbed a rucksack, left a note for her dad, and gone out into the world. No longer was she looking for anything or anyone, just anxious to see what was over the next horizon. From time to time she'd drop by and visit her former teammates for the odd adventure or two, but for the most part, she just hopped on her motorcycle and went off in whichever direction fate had in store for her.

* * *

They weren't the only ones making headway into their futures. Jaune and Pyrrha had also settled at Beacon as teachers. He taught basic waterbending and healing, leaving the advanced combat techniques to Professor Velvet, while she was working with the advanced earthbending students to unlock the secrets of metalbending. Slowly but surely helping to transform them into the benders of the future.

* * *

Ren and Nora, meanwhile, had gone on to open a pastry shop in Vale, and their wares were highly sought after by most of the community. Nor was that the only change that they'd undergone. After thirteen years, they'd not only married and had two children already (one boy, one girl), but Nora had another bun in the oven, so to speak.

* * *

The other teams and benders went their separate ways. Most doing good, a few occasional falling into mediocrity. Some even slipped into evil, on rare occasion, but on the whole, they continued to do the good work Oum and Monty had started so long ago. There may have been no more Avatar, but if ever there was a shining light of hope in a world of darkness, one did not need to look further than Beacon.

* * *

But far, far, far removed from Republic City, in an almost unforgettable, sleepy little Earth Empire village, there was a farmstead far removed from the bustle of the main roads. Quiet, quaint, out of the way. A small family lived here. Father, mother, son.

The last of these was currently trekking his way through the forest surrounding the far field, hiking his way up towards the top of the nearby hillside. A boy still growing, currently on the short side, with dark hair and forest green eyes. Eyes which could see from here the whole countryside, the rolling hills, the trees with their green leaves, the clear brooks running the length and breadth of their land. And on the horizon, the setting sun, so warm and bright. It was beautiful to behold.

It felt so peaceful here. So... natural.

The young boy closed his eyes, feeling the wind rustle through his dark hair. If he'd looked down, however, he might have noted the wind did not originate from a particular direction, but was radiating outwards from himself, bending the stalks of grass away from him in a circular pattern. Too also, tiny fragments of dirt and rock were hovering in the air, scarcely an inch off the ground. And slightly further away, the calm riverbank was rippling away from him, also in a series of gentle, ever-expanding circles...

The young boy stood at the very center of all of it.

 _Ding-a-ling. Ding-a-ling._

His reverie was interrupted as he heard a distant shout, carried on wind. Along with a familiar chime from the back porch.

 _Ding-a-ling. Ding-a-ling._

All phenomenon ceased as he opened his eyes, returning to the regular patterns of behavior for natural elements.

A voice carried over the wind. "Oscar! Time for supper!" His mother.

"What are we having?!" he asked curiously, already heading back that way.

"Doesn't matter!" she called back in a sing-song sort of tone. "You'll be eating it anyway!"

He smirked. "I never agreed to those terms!" he teased.

Jogging his way over to the back porch and dodging a swat from his mock irate mother, Oscar Pine settled at the table as his parents came over, joining him and bowing their heads, saying grace before digging in. All in all, it was a night like any other. And for right now, for the moment, Oscar could savor that.

But before too much longer, things would be changing, and his destiny would call. True, the Legend of Ruby was over, but there would always be a new force to protect the harmony of the world.

The legend would go on.

* * *

 **Authors Notes:  
** Please favorite, review, like and critique. This was easily the biggest project I've worked on in a long time, and I'm deeply thankful to everyone who helped contribute to it.

In terms of artwork especially, that's a lot, and again I'll recommend the works of TheRogueSpider, OriSODhime, Inspector97, SkireTehFox, KatLime, AryoAnggoro, Jay156, Liansa, ElyonBlackStar, JonFawkes, and many others who've created art of the various teams and factions and individuals found in this blended universe. Most can be found on deviantart. My own profile has a compilation piece that has links to all the rest.

Since Oscar was not introduced until Volume Four, I had to retroactively add him to the story. Since he himself is something of a reincarnation of Ozpin, I decided to make him something of a 'Next Avatar' without sacrificing Ruby in the process. I also left it ambiguous as to whether or not this was really his fate, but you can make of it what you will since I have no plans to revisit this at the present time.

" _Legend of Ruby_ " was made in loving tribute to the RoosterTeeth series made famous by Monty Oum. May we always follow his example, and keep moving forward. We also owe great thanks to Bryan Konietzko and Michael Dante DiMartino for their work on the Nickelodeon series that brought us the Last Airbender and the Legend of Korra. And may one day ( _please please please_ ) give us another incarnation.

Either way, may their legacy never truly end.


End file.
